CALGARY, Oct. 4, 2013 /CNW/ - NuVista Energy Ltd. ("NuVista") (TSX:NVA) is
pleased to announce that it has entered into an agreement with a syndicate of
underwriters co-led by Peters & Co. Limited and RBC Capital Markets Corp., and
including CIBC World Markets Inc., FirstEnergy Capital Corp., Scotia Capital
Inc., BMO Capital Markets and TD Securities Inc. (collectively, the
"Underwriters"), pursuant to which the Underwriters have agreed to purchase
for resale to the public, on a bought deal basis, 3.2 million common shares to
be issued on a "flow-through" basis in respect of Canadian exploration expense
("CEE FT Shares") at a price of $8.00 per CEE FT Share for aggregate gross
proceeds of approximately $25.6 million (the "Public Offering").
In addition, NuVista intends to complete a non-brokered private placement of
up to 1.6 million common shares on a "flow-through" basis in respect of
Canadian development expense ("CDE FT Shares") at a price of $7.20 per share
and up to 150,000 CEE FT Shares at a price of $8.00 per share for aggregate
proceeds of up to approximately $12.7 million (the "Private Placement").
Certain directors, officers and employees of NuVista intend to participate in
the Private Placement.
The CEE FT Shares and CDE FT Shares will be issued on a flow-through basis
pursuant to the Income Tax Act (Canada) and the purchasers will be entitled to
renunciations of Canadian exploration expense and Canadian development
The gross proceeds of the Public Offering and the Private Placement
(collectively the "Offerings") will be used by NuVista to incur eligible
Canadian exploration expenses and eligible Canadian development expenses.
The Offerings are scheduled to close on or about October 29, 2013 and are
subject to customary regulatory approvals including the approval of the
Toronto Stock Exchange (the "TSX"). Following the closing of the Offerings
NuVista will have approximately 118.7 million common shares outstanding.
ADVISORY REGARDING FORWARD-LOOKING INFORMATION AND STATEMENTS
This press release contains forward-looking statements and forward-looking
information (collectively, "forward-looking statements") within the meaning of
applicable securities laws. The use of any of the words "will", "expects",
"believe", "plans", "potential" and similar expressions are intended to
identify forward-looking statements or information.
More particularly and without limitation, this press release contains forward
looking statements and information concerning: the use of proceeds of the
Offerings; the expected timing of completion of the Offerings; the size of the
Private Placement; the participation of NuVista directors, officers and
employees in the Private Placement and the satisfaction of the conditions of
closing of the Offerings and on the anticipated timeframes.
The forward-looking statements and information in this press release are based
on certain key expectations and assumptions made by NuVista, including
prevailing commodity prices and exchange rates; applicable royalty rates and
tax laws; future well production rates; reserve and resource volumes; the
performance of existing wells; the success obtained in drilling new wells; the
sufficiency of budgeted capital expenditures in carrying out planned
activities; the availability and cost of labour and services; the satisfaction
of the conditions of closing of the Offerings on the timing planned, and the
receipt, in a timely manner, of regulatory and other required approvals.
Although NuVista believes that the expectations and assumptions on which such
forward-looking statements and information are based are reasonable, undue
reliance should not be placed on the forward-looking statements and
information because NuVista can give no assurance that they will prove to be
correct. There is no certainty that NuVista will achieve commercially viable
production from its undeveloped lands and prospects.
Since forward-looking statements and information 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 the risks associated with the oil and gas industry in general such
as: 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 reserves, production, costs and
expenses; health, safety and environmental risks; commodity price and exchange
rate fluctuations; marketing and transportation of petroleum and natural gas
and loss of markets; environmental risks; competition; incorrect assessment of
the value of acquisitions; failure to realize the anticipated benefits of
acquisitions; failure to satisfy conditions to closing of the Offerings;
failure to obtain the necessary regulatory and other approvals, including
stock exchange approvals and on the timelines planned; risks that conditions
to closing of the Offerings are not satisfied; and risk that the Board of
Directors determines that it would be in the interests of NuVista to deploy
the proceeds from the Offerings to some other purpose; ability to access
sufficient capital from internal and external sources; stock market
volatility; and changes in legislation, including but not limited to tax laws,
royalty rates and environmental regulations.
Readers are cautioned that the foregoing list of factors is not exhaustive.
Additional information on these and other factors that could affect the
operations or financial results of NuVista are included in reports on file
with applicable securities regulatory authorities and may be accessed through
the SEDAR website (www.sedar.com).
Readers are cautioned that the assumptions used in the preparation of such
information, although considered reasonable at the time of preparation, may
prove to be imprecise and, as such, undue reliance should not be placed on
forward-looking statements. NuVista's actual results, performance or
achievement could differ materially from those expressed in, or implied by,
these forward-looking statements, or if any of them do so, what benefits
NuVista will derive therefrom. NuVista disclaims any intention or obligation
to update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by law.
SOURCE NuVista Energy Ltd.
Jonathan Wright President and CEO (403) 538-8501
Robert F. Froese VP, Finance and CFO (403) 538-8530
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-0- Oct/04/2013 12:24 GMT
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