CALGARY, AB – Journey Energy Inc. (TSX: JOY) (OTCQX: JRNGF) (“Journey” or the “Company“) is pleased to announce it has closed the bought deal flow-through share financing that was previously announced on March 1, 2023. The full 15% over-allotment was exercised bringing the total equity issuance to 3,040,031 flow-through common shares (the “Flow Through Shares“) at a price of $6.62 per share for total gross proceeds of $20,125,005. The financing was successfully concluded by Journey’s syndicate of underwriters, which included StifelFirst Energy, as lead underwriter and sole book-runner, and also included Cormark Securities Inc., Acumen Capital Finance Partners Limited, Eight Capital and Peters & Co. Limited.
Pursuant to the financing, the Company will incur qualifying Canadian development expenses (“CDE“), on or before March 31, 2024, in an amount not less than the gross proceeds raised from the issuance of the Flow–Through Shares (the “Total Commitment Amount“). CDE in an amount equal to $10,000,000 (the “2023 Commitment Amount“) will be renounced to purchasers of Flow–Through Shares with an effective date no later than December 31, 2023. CDE in an amount equal to the Total Commitment Amount minus the 2023 Commitment Amount will be renounced to purchasers of Flow–Through Shares hereunder with an effective date or dates of no later than March 31, 2024. It is currently expected that the proceeds from the FTS issuance will occur throughout the second half of 2023 and the first quarter of 2024. Journey is currently in the process of refining its capital budget for the remainder of 2023 and intends to provide full year guidance on or about March 31, 2023.
The Flow-Through Shares have not been 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 or to, or for the account or benefit of, United States persons absent registration or any applicable exemption from the registration requirements of the U.S. Securities Act and applicable U.S. state securities laws.
Journey is a Canadian exploration and production company focused on conventional, oil-weighted operations in western Canada. Journey’s strategy is to grow its production base by drilling on its existing core lands, implementing water flood projects, and executing on accretive acquisitions. Journey seeks to optimize its legacy oil pools on existing lands through the application of best practices in horizontal drilling and, where feasible, with water floods.
This press release contains forward-looking statements. The use of any of the words “anticipate”, “continue”, “estimate”, “expect”, “may”, “will”, “project”, “should”, “believe” and similar expressions are intended to identify forward-looking statements. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. More particularly, this press release contains statements with respect to the use of proceeds of the financing, the tax treatment of the Flow-Through Shares and the timing of the renunciation of the development expenses.
The forward-looking statements are based on certain key expectations and assumptions made by Journey. Although Journey believes that the expectations and assumptions on which the forward-looking statements are based are reasonable, undue reliance should not be placed on the forward-looking statements because Journey can give no assurance that they will prove to be correct. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, risks associated with the condition of the global economy, including trade, public health (including the impact of COVID-19) and other geopolitical risks; risks associated with the oil and gas industry in general (e.g., operational risks in development, exploration and production; delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of reserve estimates; the uncertainty of estimates and projections relating to production, costs and expenses, and health, safety and environmental risks); commodity price and exchange rate fluctuations and constraint in the availability of services, adverse weather or break-up conditions; uncertainties resulting from potential delays or changes in plans with respect to exploration or development projects or capital expenditures. Certain of these risks are set out in more detail in Journey’s AIF dated March 23, 2021 and in Journey’s MD&A for the year ended December 31, 2022, both of which have been filed on SEDAR and can be accessed at www.sedar.com .
The forward-looking statements contained in this press release are made as of the date hereof and Journey undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
For further information: Alex G. Verge, President and Chief Executive Officer, 403-303-3232, alex.verge@journeyenergy.ca or Gerry Gilewicz, Chief Financial Officer, 403-303-3238, gerry.gilewicz@journeyenergy.ca; Journey Energy Inc., 700, 517 – 10th Avenue SW, Calgary, AB T2R 0A8, 403-294-1635, www.journeyenergy.ca