/NOT FOR DISSEMINATION IN THE U.S. OR THROUGH
U.S. NEWSWIRES/
CALGARY, AB, Dec. 21, 2020 /CNW/ - Highwood Oil Company Ltd.
("HOCL", "Highwood" or the "Company") (TSXV:
HOCL) announces the closing of its previously announced
Clearwater disposition (the
"Clearwater Disposition") and revisions to the Company's credit
agreement.
Closing of Clearwater Disposition
Highwood is pleased to announce the successful closing of the
Clearwater Disposition to Tamarack Acquisition Corp., a wholly
owned subsidiary of Tamarack Valley Energy Ltd., for cash
consideration of $40.8 million.
Proceeds will be used to repay amounts owing under the Company's
previous credit facility and other working capital deficits.
Highwood is now positioned to achieve go forward shareholder value
through a cleaner and less leveraged balance sheet.
Second Amended and Restated Credit Agreement (the
"2nd ARCA")
The Company, together with its sole lender, has executed a
2nd ARCA. The 2nd ARCA is comprised of a
$10.0 million conforming operating
facility with a maturity date of May 31,
2021 and is no longer a reserve-based lending facility.
The Company will be required to maintain a current ratio of not
less than 1.0:1.0 and such ratio is to be tested at the end of
each fiscal quarter. The Company is required to maintain a net debt
to cash flow ratio no greater than 3.0 for the fiscal quarter ended
December 31, 2020 and 2.0:1.0 as at
the last day of each fiscal quarter beginning March 31, 2021.
Oil and Gas Measures
Readers should see the "Selected Technical Terms" in the
Annual Information Form filed on April 30,
2020 for the definition of certain oil and gas
terms.
Non-GAAP Measures
This press release refers to certain financial measures that
are not determined in accordance with GAAP. Since non-GAAP measures
do not have a standardized meaning prescribed by IFRS and are
therefore unlikely to be comparable to similar measures presented
by other companies, securities regulations require that non- GAAP
measures are clearly defined, qualified and reconciled to their
nearest GAAP measure. Except as otherwise indicated, these non-GAAP
measures are calculated and disclosed on a consistent basis from
period to period. Specific adjusting items may only be relevant in
certain periods.
The intent of non-GAAP measures is to provide additional
useful information with respect to Highwood's operational and
financial performance to investors and analysts though the measures
do not have any standardized meaning under IFRS. The measures
should not, therefore, be considered in isolation or used in
substitute for measures of performance prepared in accordance with
IFRS. Other issuers may calculate these non-GAAP measures
differently.
Warnings
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the Exchange)
accepts responsibility for the adequacy or accuracy of this press
release.
This news release contains forward-looking statements
relating to the future operations of the Company and other
statements that are not historical facts. Forward-looking
statements are often identified by terms such as "will", "may",
"should", "anticipate", "expects" and similar expressions. All
statements other than statements of historical fact, included in
this release, including, without limitation, statements regarding
the future plans and objectives of the Company, are forward-looking
statements that involve risks and uncertainties. There can be no
assurance that such statements will prove to be accurate and actual
results and future events could differ materially from those
anticipated in such statements. Important factors that could cause
actual results to differ materially from the Company's expectations
include risks detailed from time to time in the filings made by the
Company with securities regulations.
The reader is cautioned that assumptions used in the
preparation of any forward-looking information may prove to be
incorrect. Events or circumstances may cause actual results to
differ materially from those predicted, as a result of numerous
known and unknown risks, uncertainties, and other factors, many of
which are beyond the control of the Company. The reader is
cautioned not to place undue reliance on any forward-looking
information. Such information, although considered reasonable by
management at the time of preparation, may prove to be incorrect
and actual results may differ materially from those anticipated.
Forward-looking statements contained in this news release are
expressly qualified by this cautionary statement. The
forward-looking statements contained in this news release are made
as of the date of this news release and the Company will update or
revise publicly any of the included forward-looking statements as
expressly required by Canadian securities law.
SOURCE Highwood Oil Company Ltd.