Frontera May Purchase up to
3,949,454 Common Shares
Representing Approximately 10% of the
Company's Public Float
CALGARY,
AB, Nov. 16, 2023 /CNW/ - Frontera Energy
Corporation (TSX: FEC) ("Frontera" or the "Company")
announces that the Toronto Stock Exchange (the "TSX") has
accepted its notice to initiate a normal course issuer bid (the
"NCIB") for its common shares (the "Common
Shares").
Pursuant to the NCIB, Frontera may purchase up to
3,949,454 Common Shares during the 12-month period commencing
November 21, 2023, and ending
November 20, 2024, representing
approximately 10% of the Company's "public float" (as calculated in
accordance with the TSX rules) as at November 8, 2023. As at November 8, 2023, there were 85,431,716 Common
Shares issued and outstanding of which 39,494,549 constitute
the "public float", calculated in accordance with the rules of the
TSX. There are no persons acting jointly or in concert with the
Company in respect of the NCIB.
The average daily trading volume of the Common Shares was 63,190
Common Shares over the period between May 1,
2023 and October 31, 2023.
Consequently, daily purchases through the facilities of the TSX
will be limited to 15,797 Common Shares, other than block purchase
exceptions.
Frontera believes that, from time to time, the market price of
its Common Shares may not fully reflect the underlying value of its
business, future prospects and financial position. In such
circumstances, Frontera may purchase for cancellation outstanding
Common Shares, thereby benefitting all shareholders by increasing
the underlying value of the remaining Common Shares.
In connection with its NCIB, Frontera has entered into an
automatic share purchase plan (the "Plan") with its
designated broker, BMO Nesbitt Burns Inc. ("BMO"), to
facilitate the purchase of Common Shares under the NCIB. The Plan
allows for purchases by the Company of its Common Shares at any
time, including, without limitation, when the Company would
ordinarily not be permitted to make purchases due to regulatory
restriction or self-imposed blackout periods. Purchases will
be made by BMO based upon the parameters prescribed by the TSX and
the terms of the parties' written agreement. The Plan has been
pre-cleared by the TSX and will be implemented at the time the NCIB
commences.
Purchases subject to the NCIB will be carried out pursuant to
open market transactions through the facilities of the TSX or
alternative Canadian trading systems, if eligible, by BMO on behalf
of Frontera in accordance with the Plan and applicable regulatory
requirements. The price to be paid by Frontera for any Common Share
will be the market price at the time of acquisition, plus brokerage
fees, or such other price as the TSX may permit. All Common Shares
purchased by Frontera under the NCIB will be returned to treasury
and cancelled.
The Company's indenture, dated as of June
21, 2021, pursuant to which US$400
million aggregate principal amount of 7.875% senior notes of
the Company due 2028 were issued (the "Indenture"), imposes
certain restrictions on the Company's ability to repurchase its
Common Shares. However, based on other provisions of the Indenture,
the Company is not currently restricted from completing the
purchases under the NCIB.
Under its normal course issuer bid that expired on March
16, 2023, Frontera was authorized to repurchase for cancellation
4,787,976 Common Shares and Frontera purchased for cancellation
4,270,100 Common Shares between March 17, 2022, and March
16, 2023, at a volume weighted average price of C$12.45 per share. Purchases were carried
out pursuant to open market transactions through the facilities of
the TSX or alternative Canadian trading systems, by BMO, on behalf
of the Corporation in accordance with an automatic share purchase
plan and applicable regulatory requirements.
About Frontera:
Frontera Energy Corporation is a Canadian public company
involved in the exploration, development, production,
transportation, storage and sale of oil and natural gas in
South America, including related
investments in both upstream and midstream facilities. The Company
has a diversified portfolio of assets with interests in 27
exploration and production blocks in Colombia, Ecuador and Guyana, and pipeline and port facilities in
Colombia. Frontera is committed to
conducting business safely and in a socially, environmentally, and
ethically responsible manner.
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Advisories:
Cautionary Note Concerning
Forward-Looking Statements
This news release contains forward-looking information within
the meaning of Canadian securities laws. Forward-looking
information relates to activities, events or developments that the
Company believes, expects or anticipates will or may occur in the
future (including, without limitation, repurchases of Common Shares
pursuant to the NCIB). All information other than historical fact
is forward-looking information.
Forward-looking information reflects the current
expectations, assumptions and beliefs of the Company based on
information currently available to it and considers the Company's
experience and its perception of historical trends, including
expectations and assumptions relating to commodity prices and
interest and foreign exchange rates; the current and expected
impacts of the COVID-19 pandemic, actions of the Organization of
Petroleum Exporting Countries (OPEC+) and the impact of the
Russia-Ukraine conflict and the Israel-Palestine conflict, and the expected
impact of measures that the Company has taken and continues to take
in response to these events; expectations regarding the Company's
ability to manage its liquidity and capital structure and generate
sufficient cash to support operations, capital expenditures and
financial commitments; the performance of assets and equipment; the
Company's ability to achieve increased oil and water handling
capacity at Quifa; the availability and cost of labor, services and
infrastructure; the execution of exploration and development
projects; the receipt of any required regulatory approvals and
outcome of discussions with governmental authorities; the success
of the Company's hedging strategy; and the impact and success of
the Company's ESG strategies.
Although the Company believes that the assumptions inherent
in the forward-looking information are reasonable, forward-looking
information is not a guarantee of future performance and
accordingly undue reliance should not be placed on such
information. Forward-looking information is subject to a number of
risks and uncertainties, some that are similar to other oil and gas
companies and some that are unique to the Company. The actual
results may differ materially from those expressed or implied by
the forward-looking information, and even if such actual results
are realized or substantially realized, there can be no assurance
that they will have the expected consequences to, or effects on,
the Company. The Company's annual information form dated
March 1, 2023, its annual
management's discussion and analysis for the year ended
December 31, 2022, and other
documents it files from time to time with securities regulatory
authorities describe the risks, uncertainties, material assumptions
and other factors that could influence actual results and such
factors are incorporated herein by reference. Copies of these
documents are available without charge by referring to the
company's profile on SEDAR+ at www.sedarplus.ca. All
forward-looking information speaks only as of the date on which it
is made and, except as may be required by applicable securities
laws, the Company disclaims any intent or obligation to update any
forward-looking information, whether as a result of new
information, future events, or results or otherwise.
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SOURCE Frontera Energy Corporation