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Jupiter Resources to be acquired by Tourmaline

Jupiter Resources to be acquired by Tourmaline Canada NewsWire CALGARY, AB,...

articleTourmaline Oil Corp.November 4, 20204/company/tourmaline-oil-corp/news/jupiter-resources-to-be-acquired-by-tourmaline
Jupiter Resources to be acquired by Tourmaline

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[{"type":"text","content":"\n \n \n \n Jupiter Resources to be acquired by Tourmaline\n \n \n /* Style Definitions */\nspan.prnews_span\n{\nfont-size:8pt;\nfont-family:\"Arial\";\ncolor:black;\n}\na.prnews_a\n{\ncolor:blue;\n}\nli.prnews_li\n{\nfont-size:8pt;\nfont-family:\"Arial\";\ncolor:black;\n}\np.prnews_p\n{\nfont-size:0.62em;\nfont-family:\"Arial\";\ncolor:black;\nmargin:0in;\n}\n \n \n \n \n \n \n Canada NewsWire\n \n \n CALGARY, AB, Nov. 4, 2020\n \n \n \n \n \n CALGARY, AB\n \n ,\n \n Nov. 4, 2020\n \n /CNW/ - Jupiter Resources Ltd. (\"Jupiter\" or the \"Company\") today announced a transaction to sell to Tourmaline Oil Corp. (TSX: TOU) (\"Tourmaline\") in an all-stock transaction valued at approximately\n \n $626 million\n \n , inclusive of debt.\n \n \n Pursuant to the transaction, for each common share Jupiter shareholders will receive approximately 0.2365 of a Tourmaline common share. In addition, as part of the transaction Jupiter will redeem the 13.00% second-priority senior secured cash/PIK notes due\n \n February 5, 2024\n \n in accordance with the terms of its note purchase agreement at a price equal to 101% of the aggregate principal amount redeemed, plus any accrued and unpaid interest to the redemption date.\n \n \n \"I am incredibly proud of the Jupiter team and everything we accomplished over the past six years. Each new season brought unique challenges but through commitment, collaboration, innovation and perseverance we emerged stronger every time. I am confident that the high-quality business we built will support Tourmaline's ambition to become\n \n North America's\n \n most efficient and profitable natural gas producer,\" stated\n \n Simon Bregazzi\n \n , Jupiter's CEO.\n \n \n \n Transaction Approvals\n \n \n \n The transaction is to be completed by way of a plan of arrangement under the\n \n Canada Business Corporation Act\n \n and is subject to the approval of at least two-thirds of the Jupiter shareholders present in person or represented by proxy at a special meeting of shareholders expected to be held in\n \n mid-December 2020\n \n .\n \n \n Jupiter's four largest shareholders have entered into agreements with Tourmaline in support of the transaction representing, in aggregate, approximately 92% of Jupiter's outstanding common shares.\n \n \n The board of directors of each of Jupiter and Tourmaline have unanimously appro...

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