ACMO S.à.r.l

January 12, 2017 18:38 ET

ACMO S.à.r.l Acquires Securities of US Oil Sands Inc.

CALGARY, ALBERTA--(Marketwired - Jan. 12, 2017) -

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ACMO S.à.r.l ("ACMO") announces that on January 12, 2017, in connection with the closing of financing provided by ACMO to US Oil Sands Inc. ("US Oil Sands") (TSX VENTURE:USO), ACMO has received 24,000,000 common share purchase warrants ("Warrants"). Each Warrant entitles the holder to purchase one common share of US Oil Sands ("Common Share") at an exercise price of $0.75 (Canadian dollars) for a period of five years.

Assuming the full exercise of the 24,000,000 Warrants as of today's date, ACMO's percentage of Common Shares it holds would increase by approximately an additional 115.5%. Prior to receiving the Warrants, ACMO held 11,134,323 Common Shares (representing approximately 32.5% of the then outstanding Common Shares). Immediately after receiving the Warrants and assuming the full exercise of the 24,000,000 Warrants as of today's date, ACMO would hold a total of 35,134,323 Common Shares, representing approximately 60.3% of the then issued and outstanding Common Shares.

The Warrants are exercisable at an exercise price of $0.75 (Canadian dollars), subject to customary adjustments. If ACMO were to exercise all of the 24,000,000 Warrants as of today's date, total consideration of the Warrants so exercised would be $18,000,000 (Canadian dollars).

ACMO received the Warrants as partial consideration for entering into a loan agreement dated January 12, 2017 between ACMO, as lender, and US Oil Sands, as borrower. The loan agreement is a US$7.5 million senior secured term loan bearing interest at 15% per annum, such interest payable at loan maturity. The loan is repayable on the date falling 12 months after the closing date, with a further 12-month extension available if US Oil Sands meets certain production volume and costs targets set out in the loan agreement. In connection with the financing, ACMO and US Oil Sands amended and restated the governance agreement which entitles ACMO, as of the date hereof, to have three representatives on the board of directors of US Oil Sands. The governance agreement also limits the aggregate number of equity securities that US Oil Sands may issue without the consent of ACMO. ACMO may from time to time increase or decrease its ownership of Common Shares, directly or indirectly, depending upon the business of US Oil Sands and future market conditions.

The head office of US Oil Sands is Suite 1600, 521 - 3rd Avenue SW, Calgary, Alberta T2P 3T3. The address of ACMO is 26 - 28 Rue Edward Steichen, L-2540 Luxembourg.

For further information or to obtain a copy of the early warning report ACMO will file in connection with the acquisition of the Warrants, please contact ACMO's Chief Compliance Officer, David Young, at (212) 432-4600.

Contact Information

  • ACMO
    David Young
    Chief Compliance Officer
    (212) 432-4600