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TSX VENTURE: WCP
CALGARY, July 30 /CNW/ - Whitecap Resources Inc. ("Whitecap" or the "Company") (TSX VENTURE:WCP) is pleased to announce that it has closed its previously announced $40.05 million bought deal subscription receipt financing (the "Offering") with a syndicate of underwriters led by GMP Securities L.P. and including National Bank Financial Inc., Cormark Securities Inc., FirstEnergy Capital Corp., Haywood Securities Inc., Macquarie Capital Markets Canada Ltd., Casimir Capital L.P., and Mackie Research Capital Corporation (the "Underwriters"). Pursuant to the Offering, Whitecap issued 89,000,000 subscription receipts ("Subscription Receipts") of Whitecap at a price of $0.45 per Subscription Receipt (the "Offering Price").
Each Subscription Receipt represents the right to acquire, without payment of additional consideration or further action, one common share ("Common Share") of Whitecap upon closing of the previously announced acquisition by Whitecap of a private company ("PrivateCo") with assets located in the Greater Pembina area of west central Alberta for total consideration of approximately $52.0 million (the "Acquisition") which is expected to close later today.
The gross proceeds from the Offering will be placed in escrow pending closing of the Acquisition. If the Acquisition closes on or before September 30, 2010 the gross proceeds, together with interest earned thereon, will be released to the Company and used by it to pay a portion of the purchase price of the Acquisition. The balance of the purchase price will be funded from the Company's credit facility. Should the Acquisition fail to close by September 30, 2010 or the Acquisition is terminated at an earlier time, the Offering Price for the Subscription Receipts will be returned to subscribers together with any interest that was earned thereon during the term of escrow.
It anticipated that the Subscription Receipts will be listed and posted for trading on the TSX Venture Exchange under the symbol WCP.R at the open of markets today.
Note Regarding Forward Looking Statements and Other Advisories
This press release contains forward-looking statements and forward-looking information (collectively "forward looking information") within the meaning of applicable securities laws. Forward-looking information typically use words such as "anticipate", "believe", "project", "expect", "goal", "plan", "intend" or similar words suggesting future outcomes, statements that actions, events or conditions "may", "would", "could" or "will" be taken or occur in the future. In particular, forward looking information in this press release includes, but is not limited to: statements with respect to the estimated purchase price of the Acquisition; the closing of the Acquisition; the listing of the Subscription Receipts; the use of proceeds of the Offering; and the sources of funding for the Acquisition.
The forward-looking information is based on certain key expectations and assumptions made by Whitecap, including expectations and assumptions concerning prevailing commodity prices, exchange rates, interest rates, applicable royalty rates and tax laws; future well production rates and estimates of operating costs; reserve and resource volumes; the state of the economy and the exploration and production business; business prospects and opportunities; the availability and cost of financing, labour and services; the impact of increasing competition; ability to market oil and natural gas successfully and the ability of the Company to access capital; receipt of all necessary approvals for completion of the Acquisition; satisfaction of all necessary conditions to closing of the Acquisition; and completion of the Acquisition on the timing planned.
Since forward-looking information addresses future events and conditions, by its very nature they involve inherent risks and uncertainties. Actual results could differ materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the risks associated with the oil and gas industry in general such as operational risks in development, exploration and production; delays or changes in plans with respect to exploration or development projects or capital expenditures; the uncertainty of reserve and resource estimates; the uncertainty of estimates and projections relating to reserves, resources, production, costs and expenses; health, safety and environmental risks; commodity price and exchange rate fluctuations; marketing and transportation; loss of markets; environmental risks; competition; incorrect assessment of the value of acquisitions; failure to realize the anticipated benefits of acquisitions including the Acquisition; ability to access sufficient capital from internal and external sources; changes in legislation, including but not limited to tax laws, royalties and environmental regulations; failure to obtain the necessary regulatory approval, stock exchange and other regulatory approvals and on the timelines planned; risks that conditions to closing of the Acquisition or the Offering are not satisfied.
Management has included the above summary of assumptions and risks related to forward-looking information provided in this press release in order to provide securityholders with a more complete perspective on the Company's future operations and such information may not be appropriate for other purposes.
Although Whitecap believes that the expectations represented in such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. The Company's actual results, performance or achievement could differ materially from those expressed in, or implied by, the forward-looking information and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking information will transpire or occur, or if any of them do so, what benefits that the Company will derive there from.
Readers are cautioned that the foregoing list of factors is not exhaustive. Additional information on these and other factors that could affect the operations or financial results of Whitecap are included in reports on file with applicable securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com). The forward-looking information contained in this press release are made as of the date hereof and Whitecap undertakes no obligation to update publicly or revise any forward-looking information or statements, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.
This News Release shall not constitute an offer to sell or the solicitation of an offer to buy any securities nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The Subscription Receipts have not been and will not be registered under the United States Securities Act and may not be offered or sold in the United States except in transactions exempt from such registration.
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 release.
SOURCE Whitecap Resources Inc.
For further information: For further information: Whitecap Resources Inc., Grant Fagerheim, President & CEO, (403) 266-0767, (403) 266-6975 (FAX); or Whitecap Resources Inc., Thanh Kang, VP Finance and CFO, (403) 266-0767, (403) 266-6975 (FAX); or Whitecap Resources Inc., 500, 222 - 3 Avenue SW, Calgary, AB, T2P 0B4