CALGARY, ALBERTA--(Marketwire - April 12, 2012) -
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES
Celtic Exploration Ltd. (News - Market indicators) ("Celtic" or the "Corporation") announces that it has closed its previously announced bought deal financing by way of a short form prospectus of 150,000, 5.00% convertible unsecured subordinated debentures (the "Debentures") at a price of $1,000 per Debenture, resulting in gross proceeds of $150 million (the "Offering"). The Offering was completed through a syndicate of underwriters co-led by RBC Capital Markets and Peters & Co. Limited and including CIBC, FirstEnergy Capital Corp., Canaccord Genuity Corp., Cormark Securities Inc., Macquarie Capital Markets Canada Ltd., National Bank Financial Inc., Stifel Nicolaus Canada Inc., GMP Securities L.P., Scotia Capital Inc., Paradigm Capital Inc. and TD Securities Inc. (collectively, the "Underwriters").
The Corporation has also granted the Underwriters an over-allotment option to purchase up to an additional $22.5 million aggregate principal amount of Debentures on the same terms and conditions, exercisable in whole or in part at any time for a period of 30 days following closing of the Offering.
The Corporation expects to use the net proceeds to repay outstanding indebtedness and for general corporate and working capital purposes.
The Debentures offered, and the common shares issuable on conversion, redemption or maturity thereof, have not and will not be registered under the U.S. Securities Act of 1933, as amended (the "Act"), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the Act. This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction.
Advisory Regarding Forward-Looking Statements
The information with respect to Celtic contained herein contains forward-looking statements, including the anticipated use of proceeds of the Offering. These forward-looking statements are based on assumptions, including the anticipated receipt of regulatory approvals and are subject to numerous risks and uncertainties, certain of which are beyond Celtic's control, including the impact of general economic conditions, industry conditions, volatility of commodity prices, currency exchange rate fluctuations, imprecision of reserve estimates, environmental risks, competition from other explorers, stock market volatility and ability to access sufficient capital. As a result, Celtic's actual results, performance or achievement could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any events anticipated by the forward-looking statements will transpire or occur. In addition, the reader is cautioned that historical results are not necessarily indicative of future performance. Celtic does not intend, and does not assume any obligation, to update or revise these forward-looking statements except as required pursuant to applicable securities laws.