Open Range Energy Corp.

Open Range Energy Corp.

November 03, 2009 12:08 ET

Open Range Energy Corp. Announces Closing of $65 Million Bought-Deal Financing

CALGARY, ALBERTA--(Marketwire - Nov. 3, 2009) - Open Range Energy Corp. ("Open Range" or the "Company") (TSX:ONR) is pleased to announce that it has completed the issuance of 31,350,000 subscription receipts ("Subscription Receipts") at a price of $1.85 per Subscription Receipt and 3,050,000 special warrants ("Flow-Though Warrants") at a price of $2.30 per Flow-Through Warrant, resulting in gross proceeds of approximately $65 million. This bought-deal financing, previously announced on October 13, 2009, was led by Cormark Securities Inc. and included FirstEnergy Capital Corp., National Bank Financial Inc., Canaccord Capital Corp Raymond James Ltd., Dundee Securities Corp. and GMP Securities L.P.

Each Subscription Receipt entitles the holder thereof to receive, for no additional consideration and without further action, one common share ("Common Share") of the Company upon satisfaction of the Escrow Release Conditions (defined below). Open Range will use its commercially reasonable efforts to file and obtain a receipt for a final short form prospectus (the "Receipt") qualifying the Common Shares issuable pursuant to the Subscription Receipts and the Common Shares issuable upon exercise of the Flow-Through Warrants in all applicable provinces on or before the date of closing of the previously announced working-interest acquisition in the Company-operated Ansell/Sundance property in west central Alberta (the "Acquisition"). Each Flow-Through Warrant was issued on a "flow-through" basis and entitles the holder to receive, for no additional consideration and without further action, one Common Share, subject to adjustments, upon the earlier of: (i) the issuance of the Receipt; (ii) the date of closing of the Acquisition; and (iii) December 29, 2009. The Company anticipates that the Receipt will be issued and the Common Shares underlying the Flow-Through Warrants will be released on or about November 4, 2009.

The net proceeds of the financing relating to the issuance of the Flow-Through Warrants were released to Open Range upon closing and will be used to incur qualifying expenditures pursuant to the Company's ongoing exploration and development program. The gross proceeds of the sale of the Subscription Receipts (the "Escrowed Funds") have been deposited with Valiant Trust Company as escrow agent pending the satisfaction of the following conditions on or before December 18, 2009 ("Escrow Release Conditions"): (i) the closing of the Acquisition by Open Range (subject to delivery of Escrowed Funds); and (ii) the receipt by the Company of all necessary regulatory, shareholder and other approvals, including the approval of the Toronto Stock Exchange, for the Acquisition and the issuance of the Common Shares pursuant to the Subscription Receipts. Upon the satisfaction of the Escrow Release Conditions, the Escrowed Funds will be released to Open Range and the net proceeds will be used to fund the purchase price of the Acquisition.

The Company anticipates closing the Acquisition on or about November 16, 2009 immediately following the Company's special shareholder meeting to approve the issue of the Common Shares underlying the Subscription Receipts, subject to all necessary regulatory and other approvals, including approval of the shareholders at the special meeting.


Reader Advisory

This news release contains certain forward-looking statements, which include assumptions with respect to (i) completion of the Acquisition; (ii) receipt of shareholder and regulatory approvals; and (iii) future capital expenditures. The reader is cautioned that assumptions used in the preparation of such information may prove to be incorrect. All such forward-looking statements involve substantial known and unknown risks and uncertainties, certain of which are beyond Open Range's control. Such risks and uncertainties include, without limitation, risks associated with oil and natural gas exploration, development, exploitation, production, marketing and transportation, loss of markets, volatility of commodity prices, currency fluctuations, imprecision of reserve estimates, environmental risks, competition from other producers, inability to retain drilling rigs and other services, delays resulting from or inability to obtain required regulatory approvals and ability to access sufficient capital from internal and external sources, the impact of general economic conditions in Canada and the United States, industry conditions, changes in laws and regulations (including the adoption of new environmental laws and regulations) and changes in how they are interpreted and enforced, increased competition, the lack of availability of qualified personnel or management, fluctuations in foreign exchange or interest rates, stock market volatility and market valuations of companies with respect to announced transactions and the final valuations thereof, and obtaining required approvals of regulatory authorities. Open Range's actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do, what benefits, including the amount of proceeds, Open Range will derive therefrom. Readers are cautioned that the foregoing list of factors is not exhaustive. All subsequent forward-looking statements, whether written or oral, attributable to Open Range or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. Furthermore, the forward-looking statements contained in this news release are made as at the date of this news release and Open Range does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities laws.


Contact Information

  • Open Range Energy Corp.
    A. Scott Dawson, P.Eng.
    President and Chief Executive Officer
    (403) 205-3704
    Open Range Energy Corp.
    Lyle D. Michaluk, CA
    Vice President, Finance and Chief Financial Officer
    (403) 262-9280