CALGARY, ALBERTA–(Marketwired – May 11, 2017) – Waterous Energy Fund (“WEF”) is pleased to announce that its affiliates, WEF GP (International) Ltd., the general partner of Waterous Energy Fund (International) L.P. and WEF GP (Canadian) Corp., the general partner of Waterous Energy Fund (Canadian) L.P., have today completed the previously announced acquisition of approximately 67% of the issued and outstanding common shares of Northern Blizzard Resources Inc. (the “Company”) from affiliates of Riverstone Holdings, LLC, and NGP Energy Capital Management, LLC.
The acquisition was completed pursuant to the terms of the previously announced share purchase agreements for a purchase price of $3.60 per common share for an aggregate purchase price of $244 million. WEF acquired approximately 27.18% of the issued and outstanding common shares of the Company from R/C Canada Coöperatief U.A. (“R/C Canada”), and 40,316,175 common shares, representing approximately 39.91% of the issued and outstanding common shares of the Company, from NGP IX Northern Blizzard S.A.R.L. (“NGP IX”, and together with R/C Canada the “Vendors”). WEF now holds 67,742,345 common shares of the Company representing 67.09% of the issued and outstanding common shares of the Company. The transaction was subject to certain regulatory approvals, including Competition Act (Canada) which was received prior to completion. WEF has also been assigned R/C Canada’s and NGP IX’s rights under a registration rights agreement dated July 22, 2010.
Prior to the acquisition, WEF held no shares in the Company. WEF has acquired the shares for investment purposes and may increase or decrease its beneficial ownership, control or direction over securities of the Company in the future.
WEF acquired the common shares of the Company pursuant to the exemption from the formal take-over bid requirements of securities legislation pursuant to the exemption set out in Section 4.2 of Multilateral Instrument 62-102 (the “Instrument”). In accordance with that exemption, the purchase is was made from only two persons, no offer was made generally to the common shareholders of the Company, and the purchase price for the common shares was less than 115% of the market price of the common shares, calculated in accordance with the instrument. This press release is being disseminated as required by National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues and Multilateral Instrument 62-104 – Take-Over Bids and Issuer Bids in connection with the filing of early warning reports (the “Early Warning Reports”) containing the information with respect to the foregoing matters. A copy of the Early Warning Reports will be filed shortly under the Corporation’s profile on SEDAR (www.sedar.com) and a copy thereof shall be promptly sent to anyone who requests it from the person noted below.
About Waterous Energy Fund:
Waterous Energy Fund is a Calgary headquartered oil and gas private equity firm targeting a focused portfolio of owned and controlled investment opportunities between $100 and $400 million across North America. WEF’s current portfolio includes Strath Resources Ltd., a private oil and gas producer in the Kakwa region of the Montney basin of Alberta. To date, WEF has made equity commitments of approximately $650 million, and post-closing its investment in Northern Blizzard will control assets with an enterprise value in excess of $1 billion.