Tourmaline continues its strategy of diversifying its sources of low-cost capital and continuing its progression as one of the largest, most efficient producers of oil and gas in Canada. The Notes have been assigned a provisional rating of BBB (High), with a stable trend, by DBRS Limited (DBRS Morningstar).
The Notes will be direct, unsecured obligations of Tourmaline and will rank equally with all other present and future unsecured and unsubordinated indebtedness of the Company. The Notes are being offered in Canada on a private-placement basis in reliance upon exemptions from the prospectus requirements under applicable securities legislation (the “Offering“).
The Notes, offered on a best-efforts basis through a syndicate of agents co-led by Scotiabank, CIBC Capital Markets and National Bank Financial, are expected to be issued on or about August 11, 2021, subject to customary closing conditions. The net proceeds of the Offering will be used to repay existing indebtedness and for general corporate purposes. The Company continues to forecast year end 2021 net debt(1) to cash flow(2) of 0.4 times.
This news release does not constitute an offer to sell or the solicitation of an offer to buy any of the Notes in any jurisdiction. The Notes have not been approved or disapproved by any regulatory authority. The Notes 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, and may not be offered or sold within the United States unless an exemption from the registration requirements of the U.S. Securities Act is available.
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(1) |
“Net debt” is defined as bank debt and senior unsecured notes plus working capital deficit (adjusted for the fair value of financial instruments, short-term lease liabilities, short-term decommissioning obligations and unrealized foreign exchange in working capital deficit). See “Non-GAAP Financial Measures” in this news release and in the Company’s Q2 2021 Management’s Discussion and Analysis. |
(2) |
“Cash flow” is defined as cash provided by operations before changes in non-cash operating working capital. See “Non-GAAP Financial Measures” in this news release and in the Company’s Q2 2021 Management’s Discussion and Analysis. |
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CURRENCY
All financial figures are in Canadian dollars.