CALGARY, AB – Tamarack Valley Energy Ltd. (“Tamarack” or the “Company“) (TSX: TVE) announces that it has entered into an underwriting agreement to sell, on a private placement basis (the “Private Placement“), $100 million aggregate principal amount of 7.25% senior unsecured sustainability-linked notes due May 10, 2027 (the “Notes“). The Notes will be issued at $940 per $1,000 principal amount thereof (plus accrued interest from and including May 10, 2022 to but excluding the closing date of the Private Placement) under the trust indenture pursuant to which Tamarack previously issued $200 million aggregate principal amount of 7.25% senior unsecured sustainability-linked notes due May 10, 2027, as supplemented by a supplemental indenture to be dated as of the closing date of the Private Placement, and will form a single series with such previously issued notes. Closing of the Private Placement is expected to occur on or about September 22, 2022, subject to satisfaction of customary closing conditions.
Subject to completion of the Private Placement, Tamarack intends to use the net proceeds of the Private Placement to fund a portion of the purchase price for its previously announced acquisition of DeltaStream Energy Corporation (the “Acquisition“).
The Notes are being issued in accordance with Tamarack’s Sustainability-Linked Bond Framework (the “SLB Framework“), which sets out certain sustainability performance targets (“SPTs“) that are aligned with Tamarack’s overall corporate sustainability strategy, including: i) Scope 1 and 2 emissions intensity reductions of 39% by 2025 over the 2020 baseline, and; ii) Indigenous workforce participation of 6% or greater by 2025. Details of the SLB Framework are available on the Company’s website. Failure to meet the SPTs will result in a step-up in the interest rate payable of 75 basis points for the emissions reduction SPT and 25 basis points for the Indigenous workforce participation SPT from and including May 10, 2026.
RBC Capital Markets and National Bank Financial Markets are acting as Joint-Bookrunners and Sustainability-Linked Bond Structuring Advisors for the Private Placement. S&P Global Markets has previously provided a second party opinion of the SLB Framework, confirming alignment with the International Capital Market Association’s Sustainability-Linked Bond Principles.
Closing of the Private Placement is not conditional upon completion of the Acquisition. In the event the Acquisition is not completed, Tamarack may use the net proceeds of the Private Placement to reduce indebtedness, fund future acquisitions and for general corporate purposes. Prior to the closing of the Acquisition, the net proceeds may, from time to time, be invested in interest bearing deposits or in short-term interest bearing or discount debt obligations or other short-term investments (in each case, either Canadian or U.S. dollars).
The Notes will not be qualified for distribution to the public or registered under the securities laws of any province or territory of Canada or in the United States and were only offered in the provinces of Canada and in the United States pursuant to applicable private placement exemptions to qualified institutional investors.
This press release is not an offer of the securities for sale in the United States. The securities offered have not been, and will not be, registered under the U.S. Securities Act or any U.S. state securities laws and may not be offered or sold in the United States absent registration or an available exemption from the registration requirement of the U.S. Securities Act and applicable U.S. state securities laws. No public offering of securities is being made in the United States. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful.