CALGARY, Dec. 19, 2019 /CNW/ - Return Energy Inc.
("Return" or the "Company") (RTN: TSXV) is
pleased to announce that it has completed its previously announced
non-brokered private placement for aggregate gross proceeds of
$25.0 million (the "Private
Placement") and appointed a new management team (the "New
Management Team") and new board of directors (the "New
Board") of the Company (collectively, the
"Transaction"). Following the Transaction, the
Company's name will be changed to "Spartan Delta Corp." (the
"Name Change").
Private Placement
Pursuant to the Private Placement, the Company issued an
aggregate of 1,620,350,000 units ("Units") and
879,650,000 common shares ("Common Shares") in the capital
of the Company at a price of $0.01
per Unit and Common Share, as applicable, for gross proceeds of
$25.0 million. The Private
Placement generated significant demand from investors who provided
indications materially in excess of $25.0
million. Proceeds from the Private Placement will be
used to fund additional working capital and possible acquisition
opportunities.
Each Unit was comprised of one Common Share and one Common Share
purchase warrant (a "Warrant"). Each Warrant will entitle
the holder to purchase one Common Share at a price of $0.01 (the "Exercise Price") for a period
of five years. The Warrants will vest and become exercisable in
accordance with the terms set forth in the press release of the
Company dated November 21, 2019.
Pursuant to applicable securities laws, all securities issued
pursuant to the Private Placement are subject to a hold period of
four months plus one day following the date of issuance of such
securities. The Company has received the written consent of a
majority of its shareholders to complete the Transaction. The
Private Placement remains subject to the final approval of the TSX
Venture Exchange (the "TSXV").
New Management Team
The New Management Team was appointed concurrently with the
completion of the Private Placement, which is led by Richard F. McHardy as Executive Chairman and
Fotis Kalantzis as President and
Chief Executive Officer and includes Geri
Greenall as Chief Financial Officer, Thanos Natras as Vice President, Exploration,
Craig Martin as Vice President,
Operations, Mark Hodgson as Vice
President, Corporate Development, Brendan
Paton as Manager, Engineering and Ashley Hohm as Controller. The New Board is
comprised of Richard F. McHardy,
Fotis Kalantzis, Don Archibald, Reginald
Greenslade, Kevin Overstrom
and Tamara MacDonald. Sanjib (Sony) Gill, a partner in the
Calgary office of the national law
firm Stikeman Elliott LLP, has been appointed as Corporate
Secretary.
The New Management Team expects to focus on predominantly light
oil opportunities in Western
Canada, growing through a targeted acquisition and
consolidation strategy complemented by development and exploration
drilling. The recapitalized corporate structure will allow for
the exploitation of more than 30 high-quality drilling locations
targeting Upper Charlie Lake dolomitic siltstones in Rycroft,
and the further expansion of Return's opportunity suite through
internally generated prospects and strategic acquisitions. The New
Management Team is actively evaluating numerous acquisition
opportunities.
About Return
Return Energy Inc. is a Calgary,
Alberta based company engaged in oil and gas exploration and
development. The Common Shares are listed on the TSXV under the
trading symbol "RTN".
Forward-Looking and Cautionary Statements
This news release contains forward-looking statements and
forward-looking information within the meaning of applicable
securities laws. The use of any of the words "expect",
"anticipate", "continue", "estimate", "objective", "ongoing",
"may", "will", "project", "should", "believe", "plans", "intends"
and similar expressions are intended to identify forward-looking
information or statements. More particularly and without
limitation, this news release contains forward looking statements
and information concerning: the use of proceeds from the Private
Placement; final approval of the TSXV in respect of the Private
Placement; the completion of the Name Change; and the business plan
of the Company.
The forward-looking statements and information are based on
certain key expectations and assumptions made by Return, including
expectations and assumptions concerning TSXV and regulatory
approvals, shareholder approvals, the use of proceeds from the
Private Placement and the ability of the New Management Team to
implement the corporate strategy of the recapitalized Company.
Although Return believes that the expectations and assumptions on
which such forward-looking statements and information are based are
reasonable, undue reliance should not be placed on the forward
looking statements and information because Return can give no
assurance that they will prove to be correct. By its nature, such
forward-looking information is subject to various risks and
uncertainties, which could cause the actual results and
expectations to differ materially from the anticipated results or
expectations expressed. These risks and uncertainties, include, but
are not limited to, the parties being unable to obtain the required
TSXV approvals, fluctuations in commodity prices, changes in
industry regulations and political landscape both domestically and
abroad, foreign exchange or interest rates, stock market
volatility, the availability of assets and corporate acquisitions
meeting the New Management Team's acquisition criteria, the
retention of key management and employees and obtaining required
approvals of regulatory authorities. Readers are cautioned not to
place undue reliance on this forward-looking information, which is
given as of the date hereof, and to not use such forward-looking
information for anything other than its intended purpose. Return
undertakes no obligation to update publicly or revise any
forward-looking information, whether as a result of new
information, future events or otherwise, except as required by
law.
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 news release.
SOURCE Return Energy