CALGARY,
AB, Jan. 28, 2025 /CNW/ - Bonterra Energy
Corp. (TSX: BNE) ("Bonterra" or the "Company") is
pleased to announce the closing of its previously announced private
placement offering (the "Offering") of $135 million
aggregate principal amount of Senior Secured Second Lien Notes due
2030 (the "Notes"). The Notes were priced at $981.16 per $1,000
of principal amount of Notes, will accrue interest at the rate of
10.50% per annum and will have a five year term, maturing on
January 28, 2030. The Notes carry a
Morningstar DBRS rating of B with a stable trend.
Concurrent with the closing of the Offering, Bonterra confirms
that it has repaid in full amounts owing under the second lien term
loan. The remainder of the net proceeds have been used to
repay the amount then drawn under the Company's revolving first
lien credit facility and to pay related transaction expenses.
Bonterra anticipates that it will draw on its revolving first lien
credit facility to fund the redemption of its senior unsecured
debentures, as more particularly described below.
In connection with the closing of the Offering, the Company
issued a notice of redemption (the "Redemption Notice") on
January 27, 2025 for all of its
outstanding 9.00% senior unsecured debentures due October 20, 2025 (the "Debentures"). The
Redemption Notice is being distributed by Odyssey Trust Company
pursuant to the terms of the indenture governing the Debentures. As
set forth in the Redemption Notice, the redemption date is
February 26, 2025 (the "Redemption
Date"), and the redemption price will be $1,072.50 per $1,000.00 principal amount of the Debentures,
which includes accrued and unpaid interest to but excluding the
Redemption Date and an amount equal to the interest that would have
been payable, if the Debentures had not been redeemed, for the
period from and including the Redemption Date to the maturity
date.
"We are pleased with the successful completion of Bonterra's
Canadian high yield debt offering as a first time issuer", said
Patrick Oliver, Bonterra's President
& Chief Executive Officer, "the placement of the Offering was
well subscribed to and distributed amongst multiple investors, and
has resulted in new institutional investor interest in the Bonterra
story".
The closing of the Offering successfully accomplishes a
significant business priority for Bonterra by solidifying the
repayment of the Company's two upcoming maturities on its
outstanding junior debt. The combination of (i) the Company's
revolving first lien credit facility, syndicated by its supportive
banking partners, and (ii) the new Notes, provides Bonterra with a
go-foward debt capital structure that is long term, simplified and
more flexible in nature.
The Company is now better positioned to carry out its business
plan of developing the Cardium, Charlie
Lake and Montney assets, in
addition supporting its acquisition strategy through enhanced near
term and long term liquidity and access to capital.
The Offering was underwritten by CIBC Capital Markets and ATB
Capital Markets, as joint active bookrunners, in a syndicate that
included RBC Capital Markets as joint passive bookrunner.
The Notes were offered for sale in each of the provinces
of Canada to "accredited investors" on a private
placement basis in accordance with Canadian securities laws. The
Notes have not been, and will not be, qualified for distribution
in Canada by a prospectus and are being offered and sold
in Canada only pursuant to exemptions from the prospectus
requirements of Canadian securities laws. The Notes have not and
will not be registered under the U.S. Securities Act of 1933, as
amended (the "U.S. Securities Act"), and may not be offered or sold
in the United States or to a U.S.
Person (as defined in Regulation S under the U.S. Securities
Act).
This press release does not constitute an offer to sell, or a
solicitation of an offer to buy, any security and shall not
constitute an offer, solicitation or sale in any jurisdiction in
which such an offer, solicitation, or sale would be unlawful.
ABOUT BONTERRA
Bonterra Energy Corp. is a conventional oil and gas corporation
forging a grounded path forward for Canadian energy. Operations
include a large, concentrated land position in Alberta's Pembina Cardium, one of Canada's largest oil plays. Bonterra's
liquids-weighted Cardium production provides a foundation for
implementing a return of capital strategy over time, which is
focused on generating long-term, sustainable growth and value
creation for shareholders. Emerging Charlie Lake and Montney resource plays are expected to provide
enhanced optionality and an expanded potential development runway
for the future. Our shares are listed on the Toronto Stock Exchange
under the symbol "BNE" and we invite stakeholders to follow us on
LinkedIn and X (formerly Twitter) for ongoing updates and
developments.
Forward Looking Information
Certain statements contained in this release include statements
which contain words such as "anticipate", "could", "should",
"expect", "seek", "may", "intend", "likely", "will", "believe" and
similar expressions, relating to matters that are not historical
facts, and such statements of our beliefs, intentions and
expectations about development, results and events which will or
may occur in the future, constitute "forward-looking information"
within the meaning of applicable Canadian securities legislation
and are based on certain assumptions and analysis made by us
derived from our experience and perceptions. Forward-looking
information in this release includes information relating to the
Offering of Notes and the use of proceeds therefrom, including the
redemption of the Debentures, and the Company's go-forward debt
capital structure and business plans.
All such forward-looking information is based on certain
assumptions and analyses made by us in light of our experience and
perception of historical trends, current conditions and expected
future developments, as well as other factors we believe are
appropriate in the circumstances. The risks, uncertainties, and
assumptions are difficult to predict and may include, without
limitation: potential changes in the regulatory and legislative
environment; political uncertainty and instability in North America and internationally; volatility
in interest and tax rates; operating risks inherent in the oil and
gas industry; changes in general economic conditions including the
capital and credit markets; volatility of oil and natural gas
prices; oil and gas product supply and demand; risks inherent in
the ability to generate sufficient cash flow from operations to
meet current and future obligations and the stability of general
economic conditions. The foregoing factors are not exhaustive.
Actual results, performance or achievements could differ
materially from those expressed in, or implied by, this
forward-looking information and, accordingly, no assurance can be
given that any of the events anticipated by the forward-looking
information will transpire or occur, or if any of them do, what
benefits will be derived therefrom. Except as required by law,
Bonterra disclaims any intention or obligation to update or revise
any forward-looking information, whether as a result of new
information, future events or otherwise. The forward-looking
information contained herein is expressly qualified by this
cautionary statement.
SOURCE Bonterra Energy Corp.
