Return Energy Inc. Announces Closing of Recapitalization and Appointment of New Management Team Marking the Return of the Spa...
December 19 2019 - 6:30AM
Return Energy Inc. (“
Return” or
the “
Company”) (RTN: TSXV) is pleased to
announce that it has completed its previously announced
non-brokered private placement for aggregate gross proceeds of
$25.0 million (the “
Private Placement”) and
appointed a new management team (the “
New Management
Team”) and new board of directors (the “
New
Board”) of the Company (collectively, the
“
Transaction”). Following the Transaction,
the Company’s name will be changed to “Spartan Delta Corp.” (the
“
Name Change”).
Private Placement
Pursuant to the Private Placement, the Company
issued an aggregate of 1,620,350,000 units
(“Units”) and 879,650,000 common shares
(“Common Shares”) in the capital of the Company at
a price of $0.01 per Unit and Common Share, as applicable, for
gross proceeds of $25.0 million. The Private Placement
generated significant demand from investors who provided
indications materially in excess of $25.0 million. Proceeds
from the Private Placement will be used to fund additional working
capital and possible acquisition opportunities.
Each Unit was comprised of one Common Share and
one Common Share purchase warrant (a “Warrant”).
Each Warrant will entitle the holder to purchase one Common Share
at a price of $0.01 (the “Exercise Price”) for a
period of five years. The Warrants will vest and become exercisable
in accordance with the terms set forth in the press release of the
Company dated November 21, 2019.
Pursuant to applicable securities laws, all
securities issued pursuant to the Private Placement are subject to
a hold period of four months plus one day following the date of
issuance of such securities. The Company has received the
written consent of a majority of its shareholders to complete the
Transaction. The Private Placement remains subject to the final
approval of the TSX Venture Exchange (the
“TSXV”).
New Management Team
The New Management Team was appointed
concurrently with the completion of the Private Placement, which is
led by Richard F. McHardy as Executive Chairman and Fotis Kalantzis
as President and Chief Executive Officer and includes Geri Greenall
as Chief Financial Officer, Thanos Natras as Vice President,
Exploration, Craig Martin as Vice President, Operations, Mark
Hodgson as Vice President, Corporate Development, Brendan Paton as
Manager, Engineering and Ashley Hohm as Controller. The New Board
is comprised of Richard F. McHardy, Fotis Kalantzis, Don Archibald,
Reginald Greenslade, Kevin Overstrom and Tamara MacDonald. Sanjib
(Sony) Gill, a partner in the Calgary office of the national law
firm Stikeman Elliott LLP, has been appointed as Corporate
Secretary.
The New Management Team expects to focus on
predominantly light oil opportunities in Western Canada, growing
through a targeted acquisition and consolidation strategy
complemented by development and exploration drilling. The
recapitalized corporate structure will allow for the exploitation
of more than 30 high-quality drilling locations targeting Upper
Charlie Lake dolomitic siltstones in Rycroft, and the further
expansion of Return’s opportunity suite through internally
generated prospects and strategic acquisitions. The New Management
Team is actively evaluating numerous acquisition opportunities.
About Return
Return Energy Inc. is a Calgary, Alberta based
company engaged in oil and gas exploration and development. The
Common Shares are listed on the TSXV under the trading symbol
“RTN”.
For additional information please contact:
Return Energy Inc. 202, 1201 – 5th Street S.W. Calgary,
Alberta T2R 0Y6 |
|
fkalantzis@SpartanDeltaCorp.com |
|
Forward-Looking and Cautionary
Statements
This news release contains forward-looking
statements and forward-looking information within the meaning of
applicable securities laws. The use of any of the words “expect”,
“anticipate”, “continue”, “estimate”, “objective”, “ongoing”,
“may”, “will”, “project”, “should”, “believe”, “plans”, “intends”
and similar expressions are intended to identify forward-looking
information or statements. More particularly and without
limitation, this news release contains forward looking statements
and information concerning: the use of proceeds from the Private
Placement; final approval of the TSXV in respect of the Private
Placement; the completion of the Name Change; and the business plan
of the Company.
The forward-looking statements and information
are based on certain key expectations and assumptions made by
Return, including expectations and assumptions concerning TSXV and
regulatory approvals, shareholder approvals, the use of proceeds
from the Private Placement and the ability of the New Management
Team to implement the corporate strategy of the recapitalized
Company. Although Return believes that the expectations and
assumptions on which such forward-looking statements and
information are based are reasonable, undue reliance should not be
placed on the forward looking statements and information because
Return can give no assurance that they will prove to be correct. By
its nature, such forward-looking information is subject to various
risks and uncertainties, which could cause the actual results and
expectations to differ materially from the anticipated results or
expectations expressed. These risks and uncertainties, include, but
are not limited to, the parties being unable to obtain the required
TSXV approvals, fluctuations in commodity prices, changes in
industry regulations and political landscape both domestically and
abroad, foreign exchange or interest rates, stock market
volatility, the availability of assets and corporate acquisitions
meeting the New Management Team’s acquisition criteria, the
retention of key management and employees and obtaining required
approvals of regulatory authorities. Readers are cautioned not to
place undue reliance on this forward-looking information, which is
given as of the date hereof, and to not use such forward-looking
information for anything other than its intended purpose. Return
undertakes no obligation to update publicly or revise any
forward-looking information, whether as a result of new
information, future events or otherwise, except as required by
law.
Neither the TSX Venture Exchange nor its
Regulation Services Provider (as that term is defined in the
policies of the TSX Venture Exchange) accepts responsibility for
the adequacy or accuracy of this news release.
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