Proceeds used for planned acquisition of equity interest in Primera
By Devika Patel
Knoxville, Tenn., June 7 - Touchstone Exploration Inc. said it priced a C$30 million private placement of subscription receipts. The deal was announced May 11. The company also said it plans a C$6 million offer of convertible debenture units.
The company will sell 53,572,000 receipts at C$0.56 apiece on a best-efforts basis. The price per receipt is a 20% discount to the June 6 closing share price, C$0.70.
Each receipt converts for free to a common share.
Settlement is expected June 21.
In the units sale, which will settle June 10, Touchstone will sell units of a C$1,000 convertible debenture and 500 warrants at C$1,000 per unit on a best-efforts basis.
The 9.5% convertible debentures will be convertible at any time into common shares at a conversion rate of 1,428.5714 shares per C$1,000 principal amount of debentures, which is equal to a conversion price of C$0.70 per share, identical to the June 6 closing price. The convertibles are redeemable after June 30, 2014 at par plus interest.
Each warrant is exercisable at C$0.75 for three years. The strike price reflects a 7.14% premium to the June 6 closing share price.
The deals will be conducted by a syndicate of agents led by Paradigm Capital Inc. and FirstEnergy Capital Corp. and including Canaccord Genuity Corp., CIBC World Markets Inc., Fraser Mackenzie Ltd. and Haywood Securities Inc.
Proceeds will be used for Touchstone's planned acquisition of C L Financial Ltd.'s equity interest in Primera Oil & Gas Ltd., Primera Oilfield Management Services Ltd. and Primera East Brighton Ltd., as well as for general corporate purposes.
Calgary, Alta.-based Touchstone is a petroleum and natural gas company.
| Issuer: | Touchstone Exploration Inc.
|
| Issue: | Subscription receipts, units of a C$1,000 convertible debenture and 500 warrants
|
| Amount: | C$36 million
|
| Agents: | Paradigm Capital Inc. and FirstEnergy Capital Corp. (leads), Canaccord Genuity Corp., CIBC World Markets Inc., Fraser Mackenzie Ltd. and Haywood Securities Inc.
|
| Pricing date: | June 7
|
| Stock symbol: | TSX Venture: TAB
|
| Stock price: | C$0.70 at close June 6
|
| Market capitalization: | C$42.25 million
|
|
|
| Receipts
|
| Amount: | C$30 million
|
| Receipts: | 53,572,000
|
| Price: | C$0.56
|
| Warrants: | No
|
| Announcement date: | May 11
|
| Settlement date: | June 21
|
|
|
| Units
|
| Amount: | C$6 million
|
| Price: | C$1,000.00
|
| Coupon: | 9.5%
|
| Conversion price: | C$0.70
|
| Conversion rate: | 1,428.5714 shares per C$1,000 of debentures
|
| Call: | After June 30, 2014
|
| Warrants: | 500 warrants per unit
|
| Warrant expiration: | Three years
|
| Warrant strike price: | C$0.75
|
| Settlement date: | June 10
|
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