CALGARY, AB – Topaz Energy Corp. (“Topaz” or the “Company”), a unique royalty and energy infrastructure company that is majority owned by Tourmaline Oil Corp. (“Tourmaline”), is pleased to announce that it has filed, and obtained a receipt for, a preliminary long form prospectus (the “Preliminary Prospectus”) with the securities regulatory authorities in each of the provinces of Canada for a proposed initial public offering (the “Treasury Offering”) by Topaz and secondary offering by Tourmaline (the “Secondary Offering” and together with the Treasury Offering, the “Offering”) of Topaz common shares (the “Common Shares”).
The gross proceeds of the Offering are expected to be $252.5 million, comprised of $217.5 million from the Treasury Offering and $35.0 million from the Secondary Offering. The offering price is expected to be between $13 and $15 per Common Share with pricing and closing anticipated to occur in the later part of October.
The Offering is being made on a fully marketed underwritten basis through a syndicate of underwriters co-led by Peters & Co. Limited and Scotiabank.
The Preliminary Prospectus has not yet become final for purposes of a distribution of securities to the public. The Preliminary Prospectus contains important information relating to the Offering and is still subject to completion or amendment. The Preliminary Prospectus is available on SEDAR at www.sedar.com under the Company’s profile or may be obtained from any of the underwriters listed above. There will not be any sale or any acceptance of an offer to buy the Common Shares until a receipt for the final prospectus has been issued.
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.
Completion of the Offering is subject to the receipt of customary approvals, including regulatory approvals.
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 Canada’s largest natural gas producer, 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.