Saturn Oil & Gas Inc. has amended the terms of its previously announced offering of Units (as defined below). Under the amended terms of the Bought Public Offering (as defined below), a syndicate of underwriters led by Echelon Capital Markets (the "Underwriters") have agreed to purchase 5,340,000 Units (the "Units") from the treasury of the Company, at a price of $3.00 per Unit (the "Issue Price") and offer them to the public by way of short-form prospectus for total gross proceeds of $16,020,000 (the "Bought Public Offering").
Each Unit will consist of one common share (a "Share") and one common share purchase warrant of the Company (a "Warrant"). Each Warrant will be exercisable to acquire one Share for 36 months following the closing date, at an exercise price of $4.00, subject to adjustment in certain events. The Company will make reasonable efforts to list the Warrants.
The Company has also granted the Underwriters an over-allotment option to purchase up to an additional 801,000 Units at the Issue Price, exercisable in whole or in part at any time up to 30 days following the closing date of the Bought Public Offering.
The Company intends to use the net proceeds of the Bought Public Offering to expand capital expenditures, fund a portion of the consideration for the previously announced Strategic Acquisition, for working capital and general corporate purposes. The Bought Public Offering will be completed (i) by way of a short form prospectus of the Company to be filed in all of the provinces and territories of Canada, except Quebec, (ii) on a private placement basis in the United States pursuant to exemptions from the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act") and (iii) outside Canada and the United States on a basis which does not require the qualification or registration of any of the Company's securities under domestic or foreign securities laws.
This news release does not constitute an offer to sell or a solicitation of an offer to sell any of securities in the United States. The securities have not been and will not be registered under the U.S. Securities Act or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registration is available.
Closing of the Bought Public Offering is expected to occur on or about March 10, 2022, or such other date as the Company and the Underwriters may agree, and is subject to customary closing conditions, including, the approval of the securities regulatory authorities and the TSX Venture Exchange.