CALGARY, ALBERTA–(Marketwired – Dec. 10, 2013) –
NOT FOR DISSEMINATION IN THE UNITED STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW.
Cardinal Energy Ltd. (“Cardinal”) is pleased to announce that it has entered into an underwriting agreement for its initial public offering of 21,428,571 common shares at a price of $10.50 per share. The offering will generate gross proceeds of $225 million. Closing is scheduled for December 17, 2013, subject to customary closing conditions.
The underwriting syndicate for the offering is co-led by RBC Capital Markets and CIBC World Markets Inc. and includes GMP Securities L.P., Macquarie Capital Markets Canada Ltd., Scotiabank and FirstEnergy Capital Corp.
Cardinal has granted to the underwriters an over-allotment option, exercisable at any time on or before the date that is 30 days following the closing of the offering, to purchase up to an additional 2,142,857 common shares at the offering price of $10.50 per common share to cover over-allotments, if any. If the over-allotment option is exercised in full, gross proceeds of the offering will be $247.5 million.
Cardinal has obtained a receipt for its final prospectus for the offering from the securities regulatory authorities in each of the provinces of Canada, except for Quebec. A copy of the final prospectus which contains important information relating to the common shares will be available on the SEDAR website at www.sedar.com under Cardinal’s profile.
Cardinal has also received conditional approval for the listing of its common shares on the Toronto Stock Exchange under the symbol “CJ”. Listing is subject to Cardinal fulfilling all of the requirements of the Toronto Stock Exchange, including distribution of the common shares to a minimum number of public shareholders.
This press release does not constitute an offer of common shares of Cardinal for sale in the United States. The common shares 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 U.S. state securities laws and may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Cardinal Energy Ltd.
Cardinal is a junior Canadian oil focused company built to provide investors with a stable platform for dividend income and growth. Cardinal’s operations are focused in all season access areas in Alberta.
This news release contains forward-looking information that involves known and unknown risks and uncertainties, most of which are beyond the control of Cardinal, including, without limitation, those listed under “Risk Factors” and “Forward-Looking Statements” in Cardinal’s final prospectus. Forward-looking information in this press release includes, but is not limited to, information concerning the proposed initial public offering, its completion, receipt of necessary approvals, the listing of Cardinal’s common shares on the Toronto Stock Exchange and the Cardinal’s focus and strategy. Should one or more of these risks or uncertainties materialize, or should assumptions underlying the forward-looking information prove incorrect, actual results, performance or achievements could vary materially from those expressed or implied by the forward-looking information. Accordingly, prospective investors should not place undue reliance on these forward-looking statements. These forward-looking statements are made as of the date of this release and, other than as required by applicable securities laws, Cardinal does not assume any obligation to update or revise them to reflect new events or circumstances.
M. Scott Ratushny
Chief Executive Officer and Chairman
Cardinal Energy Ltd.
Chief Financial Officer
Cardinal Energy Ltd.
Suite 1400, 440 – 2nd Avenue S.W.
Calgary, Alberta T2P 5E9
(403) 234-0603 (FAX)