/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE
SERVICES OR DISSEMINATION IN THE UNITED
STATES/
CALGARY, AB, Oct. 19, 2020 /CNW/ - Topaz Energy Corp.
("Topaz" or the "Company"), a unique royalty and energy
infrastructure company, is pleased to announce that it has it has
obtained a receipt for its final base PREP prospectus filed with
the securities regulatory authorities in each of the provinces of
Canada and has entered into an
underwriting agreement in respect of its initial public offering
consisting of a treasury offering by the Company and a secondary
offering by its majority shareholder Tourmaline Oil Corp. (the
"Selling Shareholder") of an aggregate of 17,731,000 common shares
("Common Shares") at a price of $13.00 per Common Share (the "Offering Price")
for gross proceeds to the Company and the Selling Shareholder of
approximately $217.5 million and
$13.0 million, respectively (the
"Offering").
Topaz will file a supplemented PREP prospectus dated
October 19, 2020 (the "Prospectus")
with the securities regulatory authorities in each of the provinces
of Canada for the Offering. A copy
of the Prospectus will be available on SEDAR at
www.sedar.com today.
The Toronto Stock Exchange (the "TSX") has conditionally
approved the listing of the Common Shares subject to fulfilling the
customary listing requirements. The Common Shares are expected to
begin trading on the TSX on an "if, as and when issued basis" on
October 20, 2020 under the symbol
"TPZ".
The Offering is being made through a syndicate of underwriters
co-led by Peters & Co. Limited and Scotiabank (the
"Co-Bookrunners") and includes BMO Nesbitt Burns Inc., National
Bank Financial Inc., RBC Dominion Securities Inc., CIBC World
Markets Inc., TD Securities Inc., Desjardins Securities Inc.,
Stifel Nicolaus Canada Inc., ATB Capital Markets Inc., Canaccord
Genuity Corp., Industrial Alliance Securities Inc., Raymond James
Ltd., and Tudor, Pickering, Holt & Co. Securities –
Canada, ULC (collectively, with
the Co-Bookrunners, the "Underwriters").
The Company has granted to the Underwriters an over-allotment
option, exercisable in whole or in part for a period of 30 days
following the closing of the Offering, to purchase up to an
additional 2,509,650 Common Shares at the Offering Price.
The Offering is expected to close on October 26, 2020. Completion of the Offering is
subject to customary closing conditions and the receipt of
customary approvals, including regulatory approvals.
The Offering is only made by the Prospectus. The Prospectus
contains important information about the securities being offered.
Potential investors should read the Prospectus prior to making an
investment decision.
No securities regulatory authority has either approved or
disapproved the contents of this news release. This news release
does not constitute an offer to sell or the solicitation of an
offer to buy, nor shall there be any sale or any acceptance of an
offer to buy these securities in any jurisdiction in which such
offer, solicitation or sale would be unlawful prior to the time of
receipt for the final long-form prospectus or other authorization
is obtained from the securities regulatory authority in such
province.
The securities have not been and will not be registered under
the United States Securities Act of 1933, as amended (the "U.S.
Securities Act"), or any state securities laws. Accordingly, these
securities may not be offered or sold within the United States unless registered under the
U.S. Securities Act and applicable state securities laws or except
pursuant to exemptions from the registration requirements of the
U.S. Securities Act and applicable state securities laws. This news
release does not constitute an offer to sell or a solicitation of
an offer to buy any of the securities offered hereby within
the United States.
ABOUT THE COMPANY
Topaz is a unique royalty and energy
infrastructure company focused on generating free cash flow growth
and paying reliable and sustainable dividends to its shareholders,
through its strategic relationship with one of Canada's largest natural gas producers,
Tourmaline, an investment grade senior Canadian E&P company,
and leveraging industry relationships to execute complementary
acquisitions from other high-quality energy companies, while
maintaining its commitment to environmental, social and governance
best practices.
FORWARD-LOOKING STATEMENTS
This news release contains
forward-looking statements and forward-looking information
(collectively, "forward-looking statements") that relate to the
Company's current expectations and views of future events. These
forward-looking statements relate to future events or the Company's
future performance. Any statements that express, or involve
discussions as to, expectations, beliefs, plans, objectives,
assumptions or future events or performance (often, but not always,
through the use of words or phrases such as "will likely result",
"are expected to", "expects", "will continue", "is anticipated",
"anticipates", "believes", "estimated", "intends", "plans",
"forecast", "projection", "strategy", "objective" and "outlook")
are not historical facts and may be forward-looking statements and
may involve estimates, assumptions and uncertainties which could
cause actual results or outcomes to differ materially from those
expressed in such forward-looking statements. No assurance can be
given that these expectations will prove to be correct and such
forward-looking statements included in this news release should not
be unduly relied upon. These statements speak only as of the date
of this news release. In particular and without limitation, this
news release contains forward-looking statements pertaining to the
Company's business as described under the heading "About the
Company" above and the timing for the completion of the Offering.
Forward–looking information is based on a number of assumptions and
is subject to a number of risks and uncertainties, many of which
are beyond the Company's control, which could cause actual results
and events to differ materially from those that are disclosed in or
implied by such forward–looking information. Such risks and
uncertainties include, but are not limited to, failure to complete
the Offering, and the factors discussed under "Notice to Investors
– Forward-Looking Information" and "Risk Factors" in the
Prospectus. Topaz does not undertake any obligation to update such
forward–looking information, whether as a result of new
information, future events or otherwise, except as expressly
required by applicable law.
SOURCE Topaz Energy Corp