FOR IMMEDIATE RELEASE CWV: TSX.V
September 18, 2017
Crown Point Announces Fully Backstopped Rights Offering
TSX-V: CWV: Crown Point Energy Inc. (“Crown Point” or the “Company”) is pleased to announce that it has filed today a rights offering circular (the “Rights Offering Circular”) and related notice of rights offering (the “Notice of Rights Offering”) with the securities regulatory authorities in each of the provinces and territories of Canada in connection with an offering (the “Rights Offering”) of rights (“Rights”) to acquire common shares of the Company (“Common Shares”) for gross proceeds of approximately US$4.1 million.
Pursuant to the Rights Offering, each eligible registered holder of Common Shares as at the close of business on September 25, 2017 (the “Record Date”) will receive one (1) Right for each Common Share held. One (1) Right plus the sum of US$0.025 will entitle the holder to subscribe for one (1) Common Share. The subscription price must be paid in United States dollars. The Rights issued under the Rights Offering will be evidenced by transferable rights certificates (each, a “Rights Certificate”), and will expire at 5:00 p.m. (Toronto time) on October 19, 2017 (the “Expiry Date”), after which time unexercised Rights will be void and of no value. The Rights Offering includes an additional subscription privilege under which eligible holders of Rights who fully exercise their Rights will be entitled to subscribe for additional available Common Shares.
The Common Shares will trade on the TSX Venture Exchange (“TSXV”) on an “ex-rights” basis. The Rights will be listed for trading on the TSXV under the symbol “CWV.RT” commencing on September 22, 2017 and will be de-listed from the TSXV at 10:00 a.m. (Toronto time) on the Expiry Date.
In connection with the Rights Offering, the Company has entered into a standby purchase agreement (the “Standby Purchase Agreement”) with its largest shareholder, Liminar Energía SA (“Liminar”), a company controlled by Pablo Peralta, one of the Company’s directors. Liminar has agreed, subject to the satisfaction of certain conditions, to fully exercise its basic subscription privilege to purchase its pro rata share of the Common Shares offered in the Rights Offering and to acquire all other Common Shares not acquired on the exercise of Rights in the Rights Offering. As a result, the Rights Offering will be fully backstopped by Liminar. The aggregate subscription amount for Liminar will be US$1.5 million if the standby commitment is not called upon, and will be approximately US$4.1 million if the full standby commitment is utilized. As of the date hereof, Liminar owns approximately 36.5% of the Company’s issued and outstanding Common Shares. If the standby commitment is utilized in full because no other shareholders exercise Rights, Liminar will own approximately 68.2% of the issued and outstanding Common Shares on completion of the Rights Offering.
The Notice of Rights Offering and related Rights Certificates will be mailed to all eligible registered shareholders as of the close of business on the Record Date. Eligible registered shareholders wishing to exercise their Rights must forward a completed Rights Certificate, together with the applicable funds (in United States dollars), to Computershare Investor Services Inc., the rights agent of the Company, on or before the Expiry Date. Shareholders who own their Common Shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary.
Closing of the Rights Offering is expected to occur on or about October 23, 2017. The net proceeds of the Rights Offering will be used to fund the Company’s 2017/2018 capital expenditure program as further detailed in the Rights Offering Circular.
Further details concerning the Rights Offering, including the details of the Standby Purchase Agreement, are contained in the Notice of Rights Offering and Rights Offering Circular available on the Company’s SEDAR profile at www.sedar.com.
This press release is not an offer of securities of the Company for sale in the United States. The Rights and Common Shares issuable on exercise of the Rights have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and the Rights and Common Shares may not be offered or sold in the United States except pursuant to an applicable exemption from such registration. No public offering of securities is being made in the United States.
For inquiries please contact:
Brian J. Moss
President & CEO
Ph: (403) 232-1150
Crown Point Energy Inc.
Vice-President, Finance & CFO
Ph: +54 11 4776 0622
Crown Point Energy Inc.
About Crown Point
Crown Point Energy Inc. is an international oil and gas exploration and development company headquartered in Calgary, Canada, incorporated in Canada, trading on the TSX Venture Exchange and operating in South America. Crown Point’s exploration and development activities are focused in two of the largest producing basins in Argentina, the Austral basin in the province of Tierra del Fuego and the Neuquén basin, in the province of Mendoza. Crown Point has a strategy that focuses on establishing a portfolio of producing properties, plus production enhancement and exploration opportunities to provide a basis for future growth.