CALGARY, AB, Jan. 20, 2021 /CNW/ - Tourmaline Oil
Corp. (TSX: TOU) ("Tourmaline" or the "Company") is
pleased to announce that it has agreed to issue $250 million aggregate principal amount of senior
unsecured notes due January 25, 2028
(the "Notes"). The Notes will be issued at par for
aggregate gross proceeds of $250
million and will bear interest at a fixed rate of 2.077% per
annum, payable semi-annually on the 25th day of January
and July of each year, commencing on July
25, 2021.
Tourmaline believes this inaugural issuance of investment-grade
debt is an important step towards diversifying its sources of
low-cost capital and continuing its progression as one of the
largest, most efficient producers of oil and gas in Canada.
The Notes have been assigned a provisional rating of BBB, with a
stable trend, by DBRS Limited (DBRS Morningstar).
The Notes will be direct, unsecured obligations of Tourmaline
and will rank equally with all other present and future unsecured
and unsubordinated indebtedness of the Company. The Notes are being
offered in Canada on a
private-placement basis in reliance upon exemptions from the
prospectus requirements under applicable securities legislation
(the "Offering").
The Notes, offered on a best-efforts basis through a syndicate
of agents co-led by Scotia Capital Inc., TD Securities Inc. and BMO
Capital Markets Inc., are expected to be issued on or about
January 25, 2021, subject to
customary closing conditions. The net proceeds of the Offering will
be used to repay existing indebtedness and for general corporate
purposes.
This news release does not constitute an offer to sell or the
solicitation of an offer to buy any of the Notes in any
jurisdiction. The Notes have not been approved or disapproved by
any regulatory authority. The Notes have not been and will not be
registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act"), or any state securities
laws, and may not be offered or sold within the United States unless an exemption from the
registration requirements of the U.S. Securities Act is
available.
Reader Advisories
CREDIT RATINGS
Credit ratings are intended to provide investors with an
independent measure of credit quality of an issue of securities.
Credit ratings are not recommendations to purchase, hold or sell
securities and do not address the market price or suitability of a
specific security for a particular investor. There is no assurance
that any rating will remain in effect for any given period of time
or that any rating will not be revised or withdrawn entirely by a
rating agency in the future if, in its judgment, circumstances so
warrant.
CURRENCY
All financial figures are in Canadian dollars.
FORWARD-LOOKING INFORMATION|
This news release
contains forward-looking information and statements (collectively,
"forward-looking information") within the meaning of
applicable securities laws. The use of any of the words "forecast",
"expect", "anticipate", "continue", "estimate", "objective",
"ongoing", "on track", "may", "will", "project", "should",
"believe", "plans", "intends" and similar expressions are intended
to identify forward-looking information. More particularly and
without limitation, this news release contains forward-looking
information concerning the anticipated timing and closing of the
Offering, and there can be no assurance that the Offering will be
completed within anticipated timeframe or at all, the size and
terms of the Offering, the expected use of the net proceeds of the
Offering and any other future events or developments described
herein including the Company's business as described under the
heading "About Tourmaline Oil Corp." below. The forward-looking
information is based on certain key expectations and assumptions
made by Tourmaline, including expectations and assumptions
concerning the following: prevailing and future commodity prices
and currency exchange rates; the degree to which Tourmaline's
operations and production will be disrupted by circumstances
attributable to the COVID-19 pandemic and the responses of
governments and the public to the pandemic; the ability to maintain
an investment grade credit rating; applicable royalty rates and tax
laws; interest rates; future well production rates and reserve
volumes; operating costs, the timing of receipt of regulatory
approvals; the performance of existing wells; the success obtained
in drilling new wells; anticipated timing and results of capital
expenditures; the sufficiency of budgeted capital expenditures in
carrying out planned activities; the timing, location and extent of
future drilling operations; the benefits to be derived from
acquisitions; the state of the economy and the exploration and
production business including the impacts of the COVID-19 pandemic
and the responses of governments and the public to the pandemic
thereon; the availability and cost of financing, labour and
services; and ability to market crude oil, natural gas and natural
gas liquids successfully. Without limitation of the foregoing,
future dividend payments, if any, and the level thereof is
uncertain, as the Company's dividend policy and the funds available
for the payment of dividends from time to time is dependent upon,
among other things, free cash flow, financial requirements
for the Company's operations and the execution of its growth
strategy, fluctuations in working capital and the timing and amount
of capital expenditures, debt service requirements and other
factors beyond the Company's control. Further, the ability of
Tourmaline to pay dividends will be subject to applicable laws
(including the satisfaction of the solvency test contained in
applicable corporate legislation) and contractual restrictions
contained in the instruments governing its indebtedness, including
its credit facility.
Although Tourmaline believes that the expectations and
assumptions on which such forward-looking information is based are
reasonable, undue reliance should not be placed on the
forward-looking information because Tourmaline can give no
assurances that it will prove to be correct. Since forward-looking
information addresses future events and conditions, by its very
nature it involves 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 uncertain
impacts of COVID-19 on Tourmaline's business, and the societal,
economic and governmental response to COVID-19; the uncertainty of
estimates and projections relating to reserves, production,
revenues, costs and expenses; health, safety and environmental
risks; commodity price and exchange rate fluctuations; interest
rate fluctuations; marketing and transportation; loss of markets;
environmental risks; competition; incorrect assessment of the value
of acquisitions; failure to complete or realize the anticipated
benefits of acquisitions or dispositions; ability to access
sufficient capital from internal and external
sources; uncertainties associated with counterparty credit
risk; failure to obtain required regulatory and other approvals;
and changes in legislation, including but not limited to tax laws,
royalties and environmental regulations. Readers are cautioned that
the foregoing list of factors is not exhaustive.
Additional information on these and other factors that could
affect Tourmaline, or its operations or financial results, are
included in the Company's most recently filed Management's
Discussion and Analysis (See "Forward-Looking Statements" therein),
Annual Information Form (See "Risk Factors" and "Forward-Looking
Statements" therein) and other reports on file with applicable
securities regulatory authorities and may be accessed through the
SEDAR website (www.sedar.com) or Tourmaline's website
(www.tourmalineoil.com).
The forward-looking information contained in this news release
is made as of the date hereof and Tourmaline undertakes no
obligation to update publicly or revise any forward-looking
information, whether as a result of new information, future events
or otherwise, unless expressly required by applicable securities
laws.
ABOUT TOURMALINE OIL CORP.
Tourmaline is an investment grade Canadian senior crude oil and
natural gas exploration and production company focused on providing
strong and predictable long-term growth and a steady return to
shareholders through an aggressive exploration, development,
production and acquisition program in the Western Canadian
Sedimentary Basin by building its extensive asset base in its three
core exploration and production areas and exploiting and developing
these areas to increase reserves, production and cash flows at an
attractive return on invested capital.
SOURCE Tourmaline Oil Corp.