CALGARY, Alberta – Return Energy Inc. d.b.a. Spartan Delta Corp. (“Spartan” or the “Company“) (RTN: TSXV) is pleased to announce that it has closed its previously announced non-brokered equity financing. The Company has issued 2,945,500,000 subscription receipts (the “Subscription Receipts“) at a price of $0.02 per Subscription Receipt for aggregate gross proceeds of $58.91 million (the “Subscription Receipt Offering“). In addition, the Company has entered into irrevocable subscription agreements for the issuance of 254,500,000 common shares in the capital of the Company (“Common Shares“) at a price of $0.02 per Common Share for gross proceeds of $5.09 million (the “Common Share Offering“) and, together with the Subscription Receipt Offering, aggregate gross proceeds of $64.0 million. National Bank Financial Inc., TD Securities Inc., Peters & Co. Limited and Eight Capital acted as Financial Advisors to Spartan with respect to the Subscription Receipt Offering and the Common Share Offering (collectively, the “Offering“).
Each Subscription Receipt represents the right to receive, without payment of additional consideration or further action on the part of the holder thereof, one Common Share upon closing of the previously announced acquisition of substantially all of the assets (the “Assets“) of Bellatrix Exploration Ltd. for cash consideration of $87.4 million plus the assumption of certain liabilities estimated to be approximately $14.8 million, for a total purchase price of $102.2 million (the “Acquisition“). The Common Share Offering will also close upon completion of the Acquisition.
The gross proceeds from the sale of the Subscription Receipts have been placed in escrow pending the completion of the Acquisition. If the Acquisition is completed on or before 5:00 p.m. (Calgary time) on June 30, 2020, the proceeds from the sale of the Subscription Receipts will be released from escrow to Spartan. The net proceeds from the Offering will be used to fund the development of the Assets and for general working capital purposes. If the Acquisition is not completed on or before 5:00 p.m. (Calgary time) on June 30, 2020, then the purchase price for the Subscription Receipts will be returned pro rata to subscribers, together with a pro rata portion of interest earned on the escrowed funds.
Pursuant to applicable securities laws, the Subscription Receipts, the underlying Common Shares and the Common Shares to be issued pursuant to the Common Share Offering will be subject to a hold period of four months plus one day following the distribution date. Spartan has paid eligible finders a cash commission in proportion to the gross proceeds received by Spartan that resulted from such finder’s efforts, subject to compliance with applicable securities laws. The Offering remains subject to final approval of the TSX Venture Exchange (the “TSXV“).
Return Energy Inc. d.b.a. Spartan Delta Corp. is a Calgary, Alberta based company engaged in oil and gas exploration and development. The Common Shares are currently listed on the TSXV under the trading symbol “RTN”.