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CALGARY, AB, Oct. 8, 2021 / PRNewswire / – Altura Energy Inc. (“Height” wave “Company”) (TSXV: TO YOU) is pleased to announce the closing of its previously announced management change transaction (the “Change of address”) resulting in the appointment of a new management team and the reconstitution of its board of directors. The new management team is led by Anthony Marino (President and CEO), Michael Kaluza (Chief Operating Officer) and Bradley Bennett (Chief Financial Officer), and includes David Burghardt (Senior Vice President, Canadian Business Unit), Jonathan Balkwill (vice president of business development). ), Jennifer Russell-Houston (Vice President of Geosciences) and Travis Stephenson (Vice President of Engineering). Height’s board of directors is now comprised of Marty Proctor (chair), Anna Alderson, John Chambers, Mark Rollins, and Anthony Marino. The Change of Address was approved at the shareholders’ meeting of Altura held yesterday with more than 97% of the ordinary shares voted by the Company (the “Common actions”) in favor of the transaction.
In addition, the Company is pleased to announce the closing of its previously announced non-broker private placement of 27,778,000 units of the Company (“Units”) at a price of $ 0.18 per Unit for gross revenues of $ 5.0 million (the “Private placement without intermediaries”). Each Unit is made up of one Common Share and one Company warrant (one “Order”). Each Warrant entitles its holder to purchase one Common Share at a price of $ 0.18 per Common Share for a period of 5 years from the date of issue. One third of the Warrants will be consolidated and exercisable on the 20-day VWAP of the Common Shares (the “Market price”) equal to or greater than $ 0.25 per Common Share, an additional third to the Market Price that equals or exceeds $ 0.315 per Common Share and a final third to the Market Price that equals or exceeds $ 0.36 per Common Share. All Common Shares and Warrants issued under the Non-Traded Private Placement are subject to a Canadian statutory retention period of four months plus one day from today’s date.
At the closing of the Change of Management and Non-Intermediated Private Placement transaction, the Company issued 136,112,000 Common Shares in accordance with the 136,112,000 subscription receipts previously issued by the Company in connection with its private placement offer of subscription receipts (the “Negotiated private placement”), which closed on September 22, 2021, and the release of the escrow of $ 24.5 million in gross revenue. The Brokered Private Placement was led by National Bank Financial Inc., along with a syndicate of brokers, including RBC Capital Markets, Stifel Nicolaus Canada Inc., and ATB Capital Markets Inc.
Net proceeds from brokered private placement and non-brokered private placement will be used for general corporate purposes and to partially finance the acquisition of global oil and gas assets, supporting the new management team’s proposed strategy of building a portfolio of assets. free cash flow. that can provide returns to shareholders through a capital market model of growth and income.
Altura confirms that it intends to make the previously announced rights offer (the “Offering”) by means of a rights offer circular that will be sent by mail to all shareholders as of the date of registration of the Offer (the “Save date”). Pursuant to the Offer, each shareholder will be granted a right (“Right”) for each Ordinary Share held on the Registration Date (except those acquired in connection with the Non-Negotiated Private Placement or Negotiated Private Placement). Each eight (8) Rights that it possesses will entitle said holder to purchase one (1) Ordinary Share at an exercise price of $ 0.18 per Ordinary Share on or before the expiration of the Offer time, after which all Pending Rights will terminate and expire. There will be no endorsement or stand-by commitment for the Offer and no additional subscription privilege will be offered to shareholders.
Altura confirms that it intends to change its name to “Tenaz Energy Corp.” and will begin trading under the stock symbol TNZ, simultaneously with the name change. The Company also intends to complete a consolidation of the Common Shares on a basis of up to ten for one which will take place after the completion of the Offer. The name change and the consolidation of shares were approved by Altura shareholders at the special shareholders’ meeting held yesterday. The Offer, name change and share consolidation remain subject to appropriate regulatory approval, including from the TSX Venture Exchange.
About Altura Energy Inc. (Tenaz Energy Corp.)
Altura (Tenaz) is an energy company focused on the acquisition and sustainable development of international oil and gas assets capable of returning free cash flow to shareholders. In addition, Altura (Tenaz) is developing a semi-conventional oil project at the Rex member of the Upper Mannville group at Leduc-Woodbend in central Alberta.
WARNINGS FOR READERS
Forward-Looking Information and Statements
This press release contains certain forward-looking information and statements within the meaning of applicable securities laws. Using any of the words “expect”, “anticipate”, “budget”, “anticipate”, “continue”, “estimate”, “target”, “in progress”, “may”, “will be”, “project “,” Should “,” believe “,” plans “,” intentions “,” strategy “and similar expressions are intended to identify forward-looking information or statements. In particular, but not limited to the foregoing, this press release contains forward-looking information and statements relating to: the use of proceeds from the Brokered Private Placement and Non-Brokered Private Placement, the proposed Offering, the proposed name change of the Company, the proposal to consolidate the Common Shares and the vision and strategy proposed by the new management team.
The information and forward-looking statements contained in this press release reflect various material factors and expectations and assumptions of Altura including, but not limited to: the ability to obtain all required approvals with respect to the proposed Offering, the proposed name change of the Company and the proposed consolidation of the Common Shares; the continued performance of Altura’s oil and gas properties consistent with its past experiences; that Altura will continue to conduct its operations in a manner consistent with past operations; the general continuation of current industry conditions; the continuation of the existing tax, royalty and regulatory regimes (and in certain circumstances, the implementation of those proposed); the precision of the estimates of the reserves and volumes of resources of Altura; certain commodity prices and other cost assumptions; the continued availability of oilfield services; and the continued availability of adequate debt and equity financing and cash flow from operations to finance your planned expenses.
Altura believes that the material factors, expectations and assumptions reflected in the forward-looking information and statements are reasonable, but there can be no guarantee that these factors, expectations and assumptions will be correct.
The information and forward-looking statements included in this press release are not guarantees of future performance and should not be improperly relied upon. Such information and statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking information or statements, including, but not limited to: changes in commodity prices; changes in the demand or supply of Altura products; unforeseen operating results or production declines; changes in tax or environmental laws, royalty rates or other regulatory matters; changes in the development plans of Altura or by third party operators of Altura properties, increased debt levels or debt service requirements; inaccurate estimate of the volumes of oil and gas reserves and resources in Altura; limited, unfavorable or lack of access to capital markets; increased costs; lack of adequate insurance coverage; the impact of competitors; and certain other risks detailed from time to time in Altura’s public documents.
The information and forward-looking statements contained in this press release refer only to the date of this press release, and Altura does not undertake any obligation to publicly update or revise them to reflect new events or circumstances, except where necessary in accordance with law. applicable.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
SOURCE Altura Energy Inc.
For more information: Altura Energy Inc .: Anthony Marino, President and CEO, Director: 587 330 1983; Bradley Bennett, Chief Financial Officer, Direct: 587 330 1714