CALGARY,
AB, Jan. 28, 2025 /PRNewswire/ - Vermilion
Energy Inc. ("Vermilion" or the "Company") (TSX: VET) (NYSE: VET)
today announced the pricing of its previously announced private
offering of up to US$400 million of
eight-year senior unsecured notes (the "New Notes"). The New Notes
will be issued in the aggregate principal amount of US$400 million, and will have a maturity date of
February 15, 2033 and a fixed coupon
of 7.250% per annum, to be paid semi-annually. The offering of the
New Notes (the "Offering") is expected to close on or about
February 11, 2025, subject to
customary closing conditions. The Company intends to use the net
proceeds from the New Notes, at its option, to (a) redeem or repay
the outstanding amount of the Company's existing 5.625% senior
notes due 2025 (the "Existing Vermilion Notes") prior to or at
their maturity date thereof, (b) fund a portion of the purchase
price of the acquisition of Westbrick Energy Ltd. (the "Westbrick
Acquisition"), (c) pay transaction fees and other costs associated
with the redemption or repayment of the Existing Vermilion Notes
and the Westbrick Acquisition, as applicable, (d) repay a portion
of the outstanding borrowings under our credit facilities related
to any of the foregoing, or (e) any combination of the
foregoing.
The New Notes have not been and will not be registered under the
U.S. Securities Act of 1933, as amended ("U.S. Securities Act") or
applicable state securities laws, and may not be offered or sold in
the United States absent
registration or an applicable exemption from the registration
requirements of the U.S. Securities Act and applicable state
securities laws. The New Notes have not been and will not be
qualified for sale to the public under applicable Canadian
securities laws and, accordingly, any offer and sale of the New
Notes in Canada will be made on a
basis which is exempt from the prospectus requirements of such
securities laws. Pursuant to the terms of the offering, the New
Notes will be offered and sold only on a prospectus-exempt basis to
institutional "accredited investors" in certain provinces in
Canada and, in the United States, will be offered and sold
only to "qualified institutional buyers" in reliance on Rule 144A
under the U.S. Securities Act and to certain non-U.S. persons in
transactions outside the United
States in reliance on Regulation S under the U.S. Securities
Act.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy any security in any jurisdiction
and shall not constitute an offer, solicitation or sale of any
securities in any jurisdiction in which such offering, solicitation
or sale would be unlawful.
Forward-looking Information Advisory
Certain statements in this press release constitute
"forward-looking information" within the meaning of applicable
securities laws. Such forward-looking information includes
statements regarding the size and terms of the Offering and the use
of proceeds therefrom. Vermilion believes the expectations
reflected in such forward-looking statements are reasonable but no
assurance can be given that these expectations will prove to be
correct and such forward-looking statements should not be unduly
relied upon.
The forward-looking statements contained herein are based upon
certain assumptions and factors including, without limitation,
current and future economic and financial conditions and expected
future developments. Vermilion believes such assumptions and
factors are reasonably accurate at the time of preparing this press
release. However, forward-looking statements are not guarantees of
future performance and involve a number of risks and uncertainties.
Such forward-looking statements necessarily involve known and
unknown risks and uncertainties and other factors, which may cause
actual results and circumstances to differ materially from any
projections of future events or results expressed or implied by
such forward looking statements. Such factors include, but are not
limited to, risks associated with: closing of the Offering; failure
to obtain any necessary consents and approvals required to complete
the Offering; closing of the Westbrick Acquisition on the terms
negotiated or at all; and general economic, market and business
conditions and other factors, many of which are beyond the control
of Vermilion. There is a specific risk that Vermilion may be unable
to complete the Offering. If Vermilion is unable to complete the
Offering, there could be a material adverse impact on Vermilion and
on the value of its securities. See also the risks and
uncertainties described under "Special Note Regarding
Forward-Looking Information" and "Risk Factors" included in
Vermilion's Annual Information Form dated March 6, 2024 filed under the Company's issuer
profile on SEDAR+ (www.sedarplus.ca).
Any forward-looking statements are made as of the date hereof
and Vermilion does not undertake any obligation, except as required
under applicable law, to publicly update or revise such statements
to reflect new information, subsequent or otherwise. The
forward-looking statements contained in this press release are
expressly qualified by this cautionary statement.
About Vermilion
Vermilion is an international energy producer that seeks to
create value through the acquisition, exploration, development and
optimization of producing assets in North
America, Europe and
Australia. The Company's business
model emphasizes free cash flow generation and returning capital to
investors when economically warranted, augmented by value-adding
acquisitions. Vermilion's operations are focused on the
exploitation of light oil and liquids-rich natural gas conventional
and unconventional resource plays in North America and the exploration and
development of conventional natural gas and oil opportunities in
Europe and Australia.
Vermilion's priorities are health and safety, the environment,
and profitability, in that order. Nothing is more important than
the safety of the public and those who work with Vermilion, and the
protection of the natural surroundings. In addition, the Company
emphasizes strategic community investment in each of its operating
areas.
Vermilion trades on the Toronto Stock Exchange and the New York
Stock Exchange under the symbol VET.
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SOURCE Vermilion Energy Inc.
