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TSX: TVE
CALGARY, AB, July 14, 2025 /CNW/ – Tamarack Valley Energy Ltd. (“Tamarack” or the “Company“) (TSX: TVE) is pleased to announce that it has entered into an underwriting agreement to sell, on a private placement basis (the “Offering“), $325MM aggregate principal amount of 6.875% senior unsecured notes due July 25, 2030 (the “2030 Notes“). The 2030 Notes will be issued at par under a trust indenture and will be general unsecured obligations of Tamarack ranking pari passu with all of the Company’s existing and future senior unsecured indebtedness. Closing of the Offering is expected to occur on or about July 25, 2025, subject to satisfaction of customary closing conditions.
Tamarack has also today given notice of a partial redemption of the 2027 Notes, which redemption is conditional upon the successful closing of the Offering. Subject to completion of the Offering, Tamarack intends to utilize approximately two-thirds of the net proceeds to repay a portion of the amounts drawn under the Company’s existing covenant-based $875MM revolving lending facility maturing on April 30, 2028 (the “Credit Facility“). Tamarack intends to utilize the remaining net proceeds to effect the redemption of $100MM notional amount of the Company’s outstanding $300MM 7.25% interest-bearing senior unsecured notes due May 10, 2027 (the “2027 Notes“), which is expected to be completed on or about July 25, 2025 at the applicable call premium of 102% to par plus accrued and unpaid interest to the redemption date (collectively, the “Financing Arrangement“).
Tamarack continues to prioritize balance sheet strength, together with ongoing shareholder returns and growth and development of the Company’s Clearwater and Charlie Lake assets. Given the strength of the Canadian credit markets, Tamarack is proactively refinancing a portion of its indebtedness by extending the maturities on approximately 40% of the Company’s debt to 2030 with attractive terms. The Financing Arrangement supports the Company by providing a more flexible and resilient capital structure. The extended debt horizon is supported by the Company’s extensive inventory of highly economic drilling locations and long-term development plan. Following the completion of the Financing Arrangement, the Company’s maturity profile is expected to be as follows:
|
Actual |
Proforma |
|||
|
March 31, 2025 |
March 31, 2025 |
|||
|
($ thousands)(1) |
Amount |
Maturity date |
Amount |
Maturity date |
|
2030 Notes |
$ – |
– |
$ 325,000 |
July 25, 2030 |
|
2027 Notes |
300,000 |
May 10, 2027 |
200,000 |
May 10, 2027 |
|
Credit Facility draws |
471,700 |
April 30, 2028 |
255,300 |
April 30, 2028 |
|
Undrawn Credit Facility capacity |
$ 397,400 |
April 30, 2028 |
$ 613,800 |
April 30, 2028 |
|
(1) |
Balances in the table above reflect the face value of the Company’s outstanding indebtedness as at March 31, 2025, excluding unamortized deferred borrowing costs which are netted under IFRS. The Company’s undrawn Credit Facility capacity reflects the impact of $5.9MM of letters of credit issued and outstanding under the facility. |
National Bank Financial Markets and RBC Capital Markets are acting as Joint-Bookrunners for the Offering. The 2030 Notes are being offered for sale in each of the provinces of Canada to “accredited investors” on a private placement basis in accordance with Canadian securities laws. The 2030 Notes have not been, and will not be, qualified for distribution in Canada by a prospectus and are being offered and sold in Canada only pursuant to exemptions from the prospectus requirements of Canadian securities laws. In addition, the 2030 Notes have not been registered under the U.S. Securities Act, or any state securities laws, and are being offered and sold in the United States only to qualified institutional buyers in reliance on Rule 144A under the U.S. Securities Act and applicable state securities laws and outside the United States in offshore transactions in reliance on Regulation S under the U.S. Securities Act.
This release does not constitute an offer to sell, or a solicitation of an offer to buy, any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such an offer, solicitation, or sale would be unlawful. No securities regulatory authority has either approved or disapproved of the contents of this news release.
About Tamarack Valley Energy Ltd.
Tamarack is an oil and gas exploration and production company committed to creating long-term value for its shareholders through sustainable free funds flow generation, financial stability and the return of capital. The Company has an extensive inventory of low-risk, oil development drilling locations focused primarily on Charlie Lake and Clearwater plays in Alberta while also pursuing enhanced oil recovery (EOR) upside in these core areas. For more information, please visit the Company’s website at www.tamarackvalley.ca.
Reader Advisories
Forward Looking Information
This press release contains certain forward-looking information (collectively referred to herein as “forward-looking statements“) within the meaning of applicable Canadian securities laws. Forward-looking statements are often, but not always, identified by the use of words such as “guidance”, “outlook”, “anticipate”, “target”, “plan”, “continue”, “intend”, “consider”, “estimate”, “expect”, “may”, “will”, “should”, “could” or similar words suggesting future outcomes. More particularly, this press release contains statements concerning: the completion of the Offering and the use of proceeds therefrom, including repaying amounts outstanding under the Credit Facility and partial redemption of the 2027 Notes; the expected call premium on the 2027 Notes; the timing of completion of the Financing Arrangement; strengthening of the balance sheet subsequent to the completion of the Financing Arrangement; availability of undrawn credit capacity under the Credit Facility; ongoing net debt reduction; and expectations regarding the maturity profile following completion of the Financing Arrangement.
Forward-looking statements are based on a number of material factors, expectations or assumptions of Tamarack which have been used to develop such statements and information but which may prove to be incorrect. Although Tamarack believes that the expectations reflected in such forward-looking statements or information are reasonable, undue reliance should not be placed on forward-looking statements because Tamarack can give no assurance that such expectations will prove to be correct.
The forward-looking statements contained in this press release are made as of the date hereof and the Company does not undertake any obligation to update publicly or to revise any of the included forward- looking statements, except as required by applicable law. The forward-looking statements contained herein are expressly qualified by this cautionary statement.
Specified Financial Measures
This press release includes references to “Net Debt”, a capital management measure, as further described herein. This measure does not have a standardized meaning prescribed by International Financial Reporting Standards (“IFRS“) and, therefore, may not be comparable with the calculation of similar measures by other companies. “Net debt (capital management measure)” is calculated as credit facilities plus senior unsecured notes, plus deferred acquisition payment notes, plus working capital surplus or deficiency, plus other liability, including the fair value of cross-currency swaps, plus government loans, plus facilities acquisition payments, less notes receivable and excluding the current portion of fair value of financial instruments, decommissioning obligations, lease liabilities and the cash award incentive plan liability.
Please refer to the Company’s most recent management’s discussion and analysis (“MD&A“) for additional information relating to specified financial measures including non-IFRS financial measures, non-IFRS financial ratios and capital management measures. The MD&A can be accessed either on Tamarack’s website at www.tamarackvalley.ca or under the Company’s profile on www.sedarplus.ca.
SOURCE Tamarack Valley Energy Ltd.
