|By Marketwired .||
|September 25, 2013 06:09 PM EDT||
CALGARY, ALBERTA -- (Marketwired) -- 09/25/13 -- Sundance Energy Corporation ("Sundance" or the "Corporation") (TSX VENTURE:SNY) (OTCQX:SNYXF) announced today that effective Monday, September 30, 2013, it will complete a consolidation of its share capital on the basis of one (1) new common share for up to every existing five (5) common shares (the "Consolidation"). Where the exchange results in a fractional share, the number of common shares will be rounded up to the nearest whole common share. The Board of Directors has unanimously approved the Consolidation and believes that the Consolidation should enhance the marketability of the common share as an investment and should facilitate additional financings to fund operations in the future. Shareholder approval of the Consolidation was obtained at the annual general and special shareholders meeting held on December 13, 2012. A new CUSIP number of 86724T209 replaces the old CUSIP number of 86724T100, to distinguish between the pre- and post- consolidated shares. The Corporation's name and trading symbol will remain unchanged.
Commencing at the opening of trading on Monday, September 30, 2013, the common shares of the Corporation will trade on a post-Consolidation basis on the TSX Venture Exchange. Following the Consolidation, there are expected to be 15,597,681 post-Consolidation shares outstanding.
The Corporation further announces its intention to complete a non-brokered private placement offering of 10% secured subordinated convertible debentures in the principal amount of up to $500,000. The debentures will bear interest at the rate of ten percent (10%) per annum, payable quarterly and will mature on the date that is the earlier of: (a) five (5) years from the date of issuance; and (b) the date that is sixty (60) days' following the receipt (the "60 Day Date") by the Corporation of written notice from the holder of a debenture that the term has been reduced to such 60 Day Date, which notice may be given in the holder's sole discretion at any time during the period from two (2) years from the date of issuance until five (5) years from the date of issuance of the debenture. The debentures will be secured against the personal and real property of the Corporation and will be convertible at the holder's option into common shares of the Corporation (on a post-Consolidation basis) at a conversion price of: (i) $0.05 per common share until the date that is one (1) year from the closing date; and (ii) $0.10 per common share for the period from the date following one (1) year from the closing date up to and including the maturity date.
A finder's fee of up to 10 percent of the gross proceeds of the offering may be paid, on all or any portion of the finances raised pursuant to this offering.
The closing of the offering is expected to occur on or about September 30, 2013 and is subject to regulatory approval, including approval of the TSX Venture Exchange. For further details on the offering, please contact the Corporation. All securities issued in connection with the offering will be subject to a hold period of four months from the date of closing. The net proceeds from the offering will be used to finance the Corporation's continuing capital program and for general working capital purposes.
Forward Looking Statements
This press release contains certain statements which constitute forward-looking statements or information ("forward-looking statements"), including statements regarding Sundance's business and the proposed Consolidation. Such forward-looking statements are subject to numerous risks and uncertainties, some of which are beyond Sundance's control, including the impact of general economic conditions, industry conditions, volatility of commodity prices, currency fluctuations, imprecision of reserve estimates, environmental risks, operational risks in exploration and development, competition from other industry participants, the lack of availability of qualified personnel or management, stock market volatility and the ability to access sufficient capital from internal and external sources. Although Sundance believes that the expectations in its forward-looking statements are reasonable, they are based on factors and assumptions concerning future events which may prove to be inaccurate. Those factors and assumptions are based upon currently available information. Such statements are subject to known and unknown risks, uncertainties and other factors that could influence actual results or events and cause actual results or events to differ materially from those stated, anticipated or implied in the forward looking information. As such, readers are cautioned not to place undue reliance on the forward looking information, as no assurance can be provided as to future results, levels of activity or achievements. The forward-looking statements contained in this document are made as of the date of this document and, except as required by applicable law, Sundance does not undertake any obligation to publicly update or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this document are expressly qualified by this cautionary statement.
Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.
Sundance Energy Corporation
President and Chief Executive Officer