Jupiter Resources Inc. Announces Proposed Private Offering of
US$1.125Billion Senior Notes Due 2022 and New Reserve-Based Revolving
CALGARY, Alberta -- July 28, 2014
Jupiter Resources Inc. (“Jupiter”) announced today that it intends, subject to
market and other conditions, to offer US$1,125,000,000 aggregate principal
amount of its Senior Notes due 2022 (the “Notes”) to qualified institutional
buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the
“Securities Act”), and to certain non-U.S. persons in accordance with
Regulation S under the Securities Act. Jupiter expects to use the net proceeds
from this offering as part of the financing of its proposed acquisition of the
Bighorn properties (“Bighorn” or the “Properties”) from Encana Corporation and
for general corporate and investment purposes.
The Notes will be general unsecured obligations of Jupiter. The notes will not
be guaranteed initially because Jupiter has no subsidiaries, but the Notes
will be guaranteed on a senior unsecured basis by certain of Jupiter’s future
subsidiaries that guarantee the senior secured reserve-based revolving credit
facility (the “RBL Facility”) that Jupiter intends to enter into at or prior
to the closing of its acquisition of Bighorn. The RBL Facility is expected to
be a C$1,500,000,000 senior secured reserve-based revolving credit facility
with an initial borrowing base of C$550,000,000. The RBL Facility is expected
to be undrawn at the closing of the acquisition of the Properties (excluding
any outstanding letters of credit thereunder).
The Notes will not be registered under the Securities Act or the securities
laws of any state or any other jurisdiction and may not be offered or sold in
the United States absent an effective registration statement or an applicable
exemption from the registration requirements under the Securities Act and
applicable state securities laws and foreign securities laws.
This press release shall not constitute an offer to sell or the solicitation
of an offer to buy any securities nor shall there be any sales of the Notes in
any state or other jurisdiction in which such offer, solicitation or sale
would be unlawful prior to registration or qualification under the securities
laws of any such state or jurisdiction. This notice is being issued pursuant
to and in accordance with Rule 135(c) under the Securities Act.
Jupiter Resources is a private oil and gas exploration and production company
focused on liquids-rich natural gas properties in Western Canada. Jupiter
Resources is headquartered in Calgary, Alberta. For more information please
Direct any enquiries to:
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION AND STATEMENTS
Certain statements contained in this press release relating to matters that
are not historical facts constitute “forward-looking information” within the
meaning of applicable Canadian securities legislation and “forward-looking
statements” within the meaning of the “safe harbor” provisions of the U.S.
Private Securities Litigation Reform Act of 1995 (collectively,
“forward-looking information and statements”). You can identify
forward-looking information and statements because they contain words such as
“believe,” “project,” “might,” “expect,” “may,” “will,” “should,” “seek,”
“approximately,” “intend,” “plan,” “estimate,” or “anticipate” or similar
expressions that concern Jupiter’s strategy, plans, expectations or
intentions. These forward-looking information and statements represent
Jupiter’s expectations or beliefs concerning future events, and it is possible
that the results described in this press release will not be achieved. These
forward-looking information and statements are subject to risks, uncertainties
and other factors, many of which are outside of Jupiter’s control, which could
cause actual results to differ materially from the results discussed in the
forward-looking information and statements. Consequently, no forward-looking
information or statement can be guaranteed.
The forward-looking information and statements contained in this press release
are made as of the date hereof and Jupiter does not undertake any obligation
to update publicly or revise any forward-looking information or statements,
whether as a result of new information, future events or otherwise, unless so
required by applicable securities laws.
For Jupiter Resources Inc.:
Simon Bregazzi, CEO, 403-663-2220
Press spacebar to pause and continue. Press esc to stop.