Press release from Marketwire
Spartan Oil Corp. Announces $20 Million Bought Deal Financing and $2.0 Million Non-Brokered Flow-Through Financing
Friday, November 18, 2011
Spartan Oil Corp. Announces $20 Million Bought Deal Financing and $2.0 Million Non-Brokered Flow-Through Financing08:13 EST Friday, November 18, 2011CALGARY, ALBERTA--(Marketwire - Nov. 18, 2011) -NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OF FOR DISSEMINATION IN THE UNITED STATES. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF U.S. SECURITIES LAW. Spartan Oil Corp. ("Spartan" or the "Company") (TSX:STO) is pleased to announce that it has entered into an agreement with a syndicate of underwriters co-led by Clarus Securities Inc. and GMP Securities L.P., and including Peters & Co. Limited, AltaCorp Capital Inc., Jennings Capital Inc., Casimir Capital Ltd., Desjardins Securities Inc. and Octagon Capital Corporation (collectively, the "Underwriters") pursuant to which the Underwriters have agreed to purchase, on a bought deal private placement basis, 7,143,000 common shares ("Common Shares") of the Company at an issue price of $2.80 per Common Share, for gross proceeds of $20,000,400 (the "Bought Deal Financing"). The Underwriters have also been granted an option to purchase up to an additional 1,071,450 common shares at the same price, exercisable by the Underwriters at any time up to the day that is 30 days after the closing of the offering for additional gross proceeds of up to C$3,000,060. In addition, contemporaneous with the completion of the Bought Deal Financing, the Company announces that it shall issue up to 625,000 common shares of the Company on a "flow-through" basis pursuant to the Income Tax Act (Canada) (the "Flow-through Shares") to certain investors identified by the Company, including directors and officers of the Company, at a price of $3.20 per Flow-Through Share for aggregate proceeds of $2.0 million (the "Non-brokered Financing").Closing is expected on or about December 8, 2011, and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the Toronto Stock Exchange. The securities to be issued under this offering will be offered by way of private placement exemptions in all the provinces of Canada, offshore, including in the United Kingdom pursuant to applicable exemptions, and in the United States on a private placement basis pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended. Net proceeds of the Bought Deal Financing will be used to fund the Company's drilling operations and for general corporate purposes. Spartan intends to use the gross proceeds of the Non-brokered Financing to fund ongoing exploration activities that will qualify as Canadian Exploration Expense, which will be renounced to the subscribers effective for the 2011 taxation year.This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction. The Common Shares and the Flow-through Shares have not and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act") or any state securities laws and may not be offered or sold in the United States except in certain transactions exempt from the registration requirements of the U.S. Securities Act and applicable state securities laws.The Company is engaged in the business of acquiring crude oil and natural gas properties and exploring for, developing and producing oil and natural gas in western Canada. Spartan is uniquely positioned with a significant position in two of the leading oil resource plays in western Canada, being the Cardium light oil play in central Alberta and the Bakken light oil resource play in southeast Saskatchewan. READER ADVISORYThis press release contains certain forward‐looking statements (forecasts) under applicable securities laws relating to future events or future performance. Forward‐looking statements are necessarily based upon assumptions and judgements with respect to the future including, but not limited to, the outlook for commodity markets and capital markets, the performance of producing wells and reservoirs, well development and operating performance, general economic and business conditions, weather, the regulatory and legal environment and other risks associated with oil and gas operations. In some cases, forward‐looking statements can be identified by terminology such as "may", "will", "should", "expect", "projects", "plans", "anticipates" and similar expressions. These statements represent management's expectations or beliefs concerning, among other things, future operating results and various components thereof affecting the economic performance of Spartan. Undue reliance should not be placed on these forward‐looking statements which are based upon management's assumptions and are subject to known and unknown risks and uncertainties, including the business risks discussed above, which may cause actual performance and financial results in future periods to differ materially from any projections of future performance or results expressed or implied by such forward‐looking statements. Accordingly, readers are cautioned that events or circumstances could cause results to differ materially from those predicted.FOR FURTHER INFORMATION PLEASE CONTACT: Richard F. McHardySpartan Oil Corp.President & CEO(403) 457-4006(403) 457-4028 (FAX)ORMichelle A. WigginsSpartan Oil Corp.Vice President Finance & CFO(403) 457-4006(403) 457-4028 (FAX)firstname.lastname@example.orgThe Toronto Stock Exchange does not accept responsibility for the adequacy or accuracy of this release.