EAGLE ENERGY TRUST FILES FINAL PROSPECTUS FOR $150 MILLION INITIAL PUBLIC
OFFERING
/NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES/
CALGARY, Nov. 16 /CNW/ - Eagle Energy Trust ("Eagle" or the "Trust") is pleased to announce that it has filed a final prospectus with the securities regulatory authorities in each of the provinces of Canada in connection with its initial public offering of 15,000,000 trust units ("Units") at a price of $10.00 per Unit.
A portion of the net proceeds of the offering will be used by the Trust to indirectly acquire an average 73% working interest in the Salt Flat Field ("Salt Flat Interest") from OAG Holdings LLC ("OAG") for US$119.2 million. The Salt Flat Field is a light oil property located in South Central Texas. The balance of the net proceeds of the offering will be used by a subsidiary of the Trust to fund drilling program expenses relating to the Salt Flat Interest in 2010 and 2011 and for general corporate purposes.
Eagle has signed an underwriting agreement with a syndicate of underwriters pursuant to which the underwriters have agreed to purchase 13,000,000 Units from the Trust. An additional 2,000,000 Units will be issued to OAG at a price of $10.00 per Unit to fund a portion of the purchase price for the interest in the Salt Flat Interest. The Units issued to OAG will be deposited with an escrow agent under an escrow agreement for the benefit of OAG until a 180 day lock-up period has expired. The underwriters have also been granted an over-allotment option, exercisable for a period of 30 days from the date of the closing of the offering, to purchase up to an additional 1,950,000 Units at the offering price of $10.00 per unit to cover over-allotments, if any. If the over-allotment option is exercised in full, gross proceeds of the offering will be $169,500,000.
The underwriting syndicate for the offering was led by Scotia Capital Inc. and includes BMO Nesbitt Burns Inc., CIBC World Markets Inc., TD Securities Inc., National Bank Financial Inc., Dundee Securities Corporation, Canaccord Genuity Corp., FirstEnergy Capital Corp., GMP Securities L.P., HSBC Securities (Canada) Inc. and Raymond James Ltd.
The Trust has received conditional approval for the listing of its Units on the Toronto Stock Exchange ("TSX") under the symbol "EGL.UN", subject to the Trust fulfilling all of the listing requirements of the TSX.
Closing of the offering and of the acquisition of the Salt Flat Interest is expected to occur on November 24, 2010 and is subject to the closing conditions of the underwriting agreement and the purchase agreement for the Salt Flat Interest, which are customary for transactions of this nature.
The Trust intends to make monthly distributions of a portion of its available cash to unitholders. The Trust expects that the initial monthly cash distribution rate will be $0.0875 per Unit. The initial cash distribution, which will be for the period from and including the date of closing of the offering to December 31, 2010, is expected to be paid on January 17, 2011 to unitholders of record on December 31, 2010 and is estimated to be $0.1064 per Unit (assuming that the closing of the offering occurs on November 24, 2010).
A copy of Eagle's final prospectus which contains important information relating to Eagle, the Salt Flat Interest and the Units is available on the SEDAR website at www.sedar.com under Eagle's profile. A receipt for the final prospectus has been issued.
The securities offered 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 U.S. state securities laws and may not be offered or sold in the United States absent registration or an available exemption from the registration requirement of the U.S. Securities Act and applicable U.S. state securities laws. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful.
About Eagle Energy Trust
Eagle is a newly formed energy trust created to provide investors with a publicly traded, oil and natural gas focused, distribution producing investment, with favourable tax treatment relative to taxable Canadian corporations. Eagle intends to qualify as a "mutual fund trust" and not be a "SIFT trust", each as defined in the Income Tax Act (Canada) (the "Tax Act") provided that the Trust complies at all times with the investment restrictions as set forth in the final prospectus, which preclude the Trust from investing in any entity other than a "portfolio investment entity", holding any "non-portfolio property" (each as defined in the Tax Act), or carrying on business in Canada. The strategy of the Trust is to acquire and exploit conventional long-life hydrocarbon reserves, in certain established on-shore production basins in the U.S, including initially, the Salt Flat Interest. The Trust will indirectly own, through Eagle Energy Commercial Trust (the "CT") and Eagle Energy Acquisitions LP (the "Partnership"), predominantly producing properties with development and exploitation potential. The Trust intends to make monthly distributions of a portion of its available cash to unitholders and use the remainder of its available cash to reinvest in the CT and the Partnership to fund growth through additional acquisitions and capital expenditures.
Forward-Looking Statements
This news release contains forward-looking information that involves substantial known and unknown risks and uncertainties, most of which are beyond the control of Eagle, including, without limitation, those listed under "Risk Factors" and "Forward-Looking Statements" in Eagle's final prospectus (collectively, "forward-looking information"). Forward-looking information in this press release includes, but is not limited to, information concerning the initial public offering, its completion and receipt of necessary approvals. The Trust cautions investors in the Units about important factors that could cause the Trust's actual results to differ materially from those projected in any forward-looking statements included in this press release. Any statements that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance are not historical facts and may be forward-looking and may involve estimates, assumptions and uncertainties which could cause actual results or outcomes to differ materially from those expressed in such forward-looking statements. No assurance can be given that the expectations set out in Eagle's final prospectus or herein will prove to be correct and accordingly, prospective investors should not place undue reliance on these forward-looking statements. These statements speak only as of the date of this press release and Eagle does not assume any obligation to update or revise them to reflect new events or circumstances.
Richard W. Clark
President & Chief Executive Officer
All material information pertaining to Eagle Energy Trust may be found at www.sedar.com or on the Trust's website at www.EagleEnergyTrust.com
%SEDAR: 00030557E
For further information:
Richard Clark, President and Chief Executive Officer
403.531.1575
[email protected]
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