CALGARY, AB – Tidewater Renewables Ltd. (“Tidewater Renewables” or the “Company“) (TSX: LCFS), a multi-faceted, energy transition company, is pleased to announce it has completed its initial public offering (the ”Offering“) of 10,000,000 common shares (“Common Shares“) at a price of C$15.00 per Common Share, for total gross proceeds of C$150,000,000.
The Common Shares trade on the Toronto Stock Exchange under the symbol “LCFS”.
With the closing of the Offering, Tidewater Renewables is pleased to announce a positive final investment decision (“FID“) on the 3,000 bbl/d Renewable Diesel and Renewable Hydrogen Complex (as defined and described in the Company’s supplemented PREP prospectus dated August 12, 2021 (the “Prospectus“)), which is expected to enter into service in Q1 2023. Management anticipates the Renewable Diesel & Renewable Hydrogen Complex to generate approximately C$90 – C$95 million of EBITDA in 2023 on a full year run-rate basis based on certain operating assumptions fully described in the Prospectus.
The Canola Co-Processing Project achieved successful commissioning and start-up, slightly ahead of its planned schedule and first production of renewable diesel has commenced. Over the next 30 days, management expects renewable diesel production from the Canola Co-Processing Project to ramp-up to its 300 bbl/d nameplate capacity and generate approximately C$5 million of EBITDA in 2022 on a full year run-rate basis based on certain operating assumptions fully described in the Prospectus.
CIBC Capital Markets and National Bank Financial acted as co-lead underwriters and joint bookrunners for the Offering with a syndicate that included ATB Capital Markets, RBC Capital Markets, Acumen Capital Partners, Canaccord Genuity, Scotia Capital Inc., Stifel FirstEnergy, Tudor, Pickering, Holt & Co., Echelon Wealth Partners Inc., iA Private Wealth Inc., INFOR Financial Inc., and Paradigm Capital Inc. (collectively, the “Underwriters“).
The Offering was completed pursuant to the Prospectus, filed with the securities regulators in each of the provinces of Canada, a copy of which is available under the Company’s profile on SEDAR at www.sedar.com.
The Company has granted to the Underwriters an over-allotment option (the “Over-Allotment Option“) to purchase up to an additional 1,500,000 Common Shares at a price of C$15.00 per Common Share for additional gross proceeds of up to C$22,500,000. The Over-Allotment Option can be exercised, in whole or in part, in the sole discretion of the Underwriters, for a period of 30 days from the closing date of the Offering.
Early Warning Reports
Immediately following closing of the Offering and the completion of the transactions contemplated thereby, Tidewater Midstream and Infrastructure Ltd. (“Tidewater Midstream“), the Company’s majority shareholder, acquired direct ownership of 23,900,000 Common Shares (representing approximately 70.50% of the Common Shares).
Prior to closing of the Offering and the completion of the transactions contemplated thereby, Tidewater Renewables was a wholly-owned subsidiary of Tidewater Midstream. The address for Tidewater Midstream and Tidewater Renewables is Suite 900, 222 – 3rd Avenue SW, Calgary, AB, T2P 0B4. Tidewater Midstream exchanged assets with a fair market value of C$538,500,000 for such Common Shares (C$15.00 per share), as described in the Prospectus.
Tidewater Midstream intends to hold its Common Shares for investment purposes. Tidewater Midstream may further purchase, hold, vote, dispose or otherwise deal in the securities of the Company, including through derivative or hedge transactions, in such manner as it deems advisable from time to time, subject to the terms of the lock up agreements, and the investor rights agreement, each as described in the Prospectus.
For further information and to obtain a copy of the early warning report to be filed under applicable Canadian securities laws in connection with the foregoing matters, please see the Company’s profile on SEDAR at www.sedar.com.