CALGARY, AB – Spartan Delta Corp. (“Spartan” or the “Company“) (TSXV: SDE) (TSXV: SDE.N) is pleased to announce it has closed its previously announced bought deal public offering of 29,703,000 subscription receipts (the “Subscription Receipts“) at a price of $5.05 per Subscription Receipt for aggregate gross proceeds of approximately $150.0 million (the “Prospectus Offering“). The Prospectus Offering was co-led by National Bank Financial Inc. and CIBC World Markets Inc. (together, the “Co-Lead Underwriters“) on behalf of a syndicate of underwriters (collectively, the “Underwriters“).
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 of Spartan (a “Common Share“) upon satisfaction of the Escrow Release Conditions (as defined below). The Company intends to use the net proceeds of the Prospectus Offering to partially fund the cash amount payable in connection with the previously announced acquisition of all of the issued and outstanding shares of Velvet Energy Ltd. (the “Acquisition“). Closing of the Acquisition is expected to occur on or about August 31, 2021.
The gross proceeds from the sale of Subscription Receipts have been placed in escrow pending satisfaction of the following escrow release conditions (the “Escrow Release Conditions“): (i) all conditions, undertakings and other matters to be satisfied, completed or otherwise met prior to the completion of the Acquisition having been satisfied, completed or otherwise met, but for the payment of the purchase price, and that the Company and Velvet are otherwise able to complete the Acquisition; and (ii) there having been no material amendments of the terms and conditions of the agreement governing the Acquisition which have not been approved by the Co-Lead Underwriters, on behalf of the Underwriters. If the Escrow Release Conditions are satisfied at or before 5:00 p.m. (Calgary time) on November 15, 2021 (the “Deadline“), the net proceeds from the sale of the Subscription Receipts will be released from escrow to Spartan and each Subscription Receipt will automatically be exchanged for one Common Share for no additional consideration and without any action on the part of the holder. If the Escrow Release Conditions are not completed on or before the Deadline, if the agreement governing the Acquisition is terminated at an earlier time, or if Spartan has advised the Underwriters or announced to the public that it does not intend to proceed with the Acquisition, then the purchase price for the Subscription Receipts will be returned pro rata to the subscribers, together with a pro rata portion of interest earned on the escrowed funds.
It is anticipated that the Subscription Receipts will be listed and posted for trading on the TSX Venture Exchange (the “TSXV“) under the symbol “SDE.N” at the open of markets today.