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Laricina Energy Ltd. (“Laricina” or the “Company”) advises stakeholders that it has mailed to existing shareholders an information letter (the “Information Letter”) regarding an exempt pro rata private placement offering of its common shares (the “Offering”), which letter is also available for viewing on the Company’s website at http://www.laricinaenergy.com/investors.html.
Pursuant to the Court approved settlement agreement dated July 20, 2015 (the “Settlement Agreement”) between Laricina and CPPIB Credit Investments Inc. (“CPP Credit”), the sole holder of the Company’s 11.5% senior secured notes and interest payment-in-kind notes (collectively the “Notes”) (the details of which were previously communicated to stakeholders in Laricina’s information release dated August 7, 2015), the proceeds of the Offering will be used to repay the Notes prior to conversion of certain of any remaining Notes into common shares by CPP Credit. If the Offering is fully subscribed, the indebtedness owing to CPP Credit will be significantly repaid and the amount of Notes to be converted will be significantly reduced. Closing is expected to occur in late November but may be extended in certain circumstances as set out in the Settlement Agreement. Additionally any proceeds received from Laricina’s ongoing marketing process (the details of which were also communicated to stakeholders in Laricina’s information release dated August 7, 2015), prior to the closing will further reduce the Notes.
The Information Letter contains important information for shareholders regarding the Offering, background to the Offering and the Company’s plan for moving its business forward. The Offering allows shareholders to participate in the restructuring of the Company by acquiring additional common shares at the same consideration as the proposed conversion price of the Notes under the Settlement Agreement and, by doing so, to protect their pro rata equity interest in the Company. Shareholders who do not participate in the Offering will have their ownership interest in the Company substantially diluted and are encouraged to read the Information Letter and consider carefully the information contained therein so that they understand the implications of failing to participate.
Given that Laricina is subject to creditor protection under the Companies’ Creditors Arrangement Act (Canada) and is undertaking a marketing process with approval of the Court of Queen’s Bench of Alberta to raise sufficient proceeds to repay the Notes, the timing and size of the Offering will not be determined for a number of weeks. Accordingly, once those details are known, Laricina will send to all shareholders a notice:
It is currently anticipated that such notice will be sent to shareholders in late October or early November of 2015 to effect the anticipated closing in late November.
Laricina’s common shares are not traded on any stock exchange in Canada and thus are not subject to regulation by any Canadian stock exchange. Laricina’s securities have not been and will not be registered under the United States Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements of such Act. As a result, Laricina is not presently subject to the reporting, certification or other requirements imposed on U.S. registered issuers under, among other things, U.S. Sarbanes-Oxley Act of 2002.
This release is provided for information purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the common shares in any jurisdiction (including the United States) in which such offer, solicitation or sale would be unlawful.
About Laricina Energy Ltd.
Laricina is a non-public, Calgary based, responsible energy company that will contribute supply to the growing demand for crude oil through in situ oil sands development.
Laricina’s goal is to create value by developing Canada’s oil sands using innovative in situ technologies. The Company has a diverse portfolio of oil sands assets at varied stages of development. Our current focus is on the Company’s two core projects – Saleski and Germain. Laricina’s asset base, holds 0.5 billion barrels of probable reserves, 3.9 billion barrels of contingent resources (best estimate) and 0.2 billion barrels of prospective resources (best estimate) as determined by Laricina’s independent reservoir engineers as at December 31, 2014 for Germain Grand Rapids, Germain Winterburn, Saleski Grosmont, Burnt Lakes, Conn Creek, Poplar Creek and Portage properties, and as at December 31, 2013 for Thornbury, Thornbury West, House River, Germain Wabiskaw and Boiler Rapids properties. These assets include oil sands resources in the familiar McMurray Formation, and the developing Grand Rapids, and Grosmont and Winterburn carbonate plays, all of which offer significant production potential.
This information release contains certain “forward-looking statements” within the meaning of such statements under applicable securities law including but not limited to potential results of a restructuring process and enhancement of shareholder value, disclosure intentions with respect to the marketing process, Offering or Settlement Transaction. All statements other than statements of historical fact are forward-looking statements. Forward-looking statements are frequently characterized by words such as “plan”, “expect”, “estimate”, “intend”, “believe”, “anticipate” and other similar words, or statements that certain events or conditions “may” or “will” occur. Forward-looking statements are based on Laricina’s experience and current beliefs as well as assumptions made by, and information currently available to, Laricina, and are subject to a variety of risks and uncertainties including, but not limited to, those associated with resource definition, unanticipated costs and expenses, regulatory approvals, fluctuating oil and gas prices, and the ability to access sufficient capital to finance future acquisitions and development. Although the Company believes that the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. Readers are cautioned that the assumptions and factors discussed in this information release are not exhaustive and readers are not to place undue reliance on forward-looking statements. Laricina disclaims any intention or obligation to update or revise any forward-looking statements as a result of new information, future events or otherwise, subsequent to the date of this message, except as required under applicable securities legislation. The forward-looking statements are expressly qualified by these cautionary statements.
For further information please visit www.laricinaenergy.com or contact:
Marla Van Gelder
Vice President Corporate Development
Laricina Energy Ltd.
East Tower, 5th Ave Place
800, 425 1st Street SW
Calgary, AB. T2P 3L8