Acquisition of Equity Subscription Receipts of Delphi Energy Corp. by Luminus Delphi Holdings II Ltd.
VANCOUVER, Oct. 24, 2019 /CNW/ - This press release is being issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues in connection with the filing of an Early Warning Report regarding the acquisition of equity subscription receipts ("ESRs") of Delphi Energy Corp. (the "Corporation"), an Alberta corporation with its securities trading on the Toronto Stock Exchange under the symbol "DEE" and having a head office located at 333 – 7th Avenue SW #2300, Calgary, Alberta, T2P 2Z1.
On October 23, 2019, Luminus Delphi Holdings II Ltd. ("Luminus"), of 2200 HSBC Building, 885 West Georgia Street, Vancouver, British Columbia, V6C 3E8, acquired 16,778,306 ESRs of the Corporation at a price of $1.65 per ESR ($27,684,205). The acquisition was completed pursuant to a brokered private placement. Each ESR is exchangeable into one common share (a "Common Share") in the capital of the Corporation pending the satisfaction of certain escrow release conditions, including the implementation of a plan of arrangement pursuant to section 192 of the Canada Business Corporations Act as part of the Corporation's previously announced recapitalization transaction (the "Recapitalization Transaction").
Immediately prior to the acquisition, Luminus held, directly or indirectly, or exercised control or direction over, 43,194,030 (23.28%) Common Shares of the Corporation. Upon satisfaction of all of the escrow release conditions pertaining to the ESRs, exchange of ESRs for Common Shares in accordance with the subscription receipt agreement governing the ESRs, and consolidation of the Common Shares on a 15:1 basis pursuant to the Recapitalization Transaction, Luminus will hold 19,657,908 (64.34%) Common Shares of the Corporation.
Luminus acquired the securities for investment purposes. Luminus may acquire or dispose of additional securities of the Corporation in the future through the market, privately, or otherwise, as circumstances or market conditions warrant.
A copy of the Early Warning Report disclosing the transaction can be obtained on the Corporation's SEDAR profile at www.sedar.com or from Luminus c/o 1700 Broadway, 26th Floor, New York , NY, 10019 or phone: Sean Singh at (212) 424-2889 or e-mail [email protected].
SOURCE Luminus Delphi Holdings II Ltd.

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