TORONTO, ONTARIO -- (Marketwire) -- 02/27/13 -- Dundee Energy Limited ("Dundee Energy" or the "Corporation") (TSX: DEN) announced today the terms of a rights offering to existing shareholders to raise gross proceeds of between approximately $8.0 and $9.2 million (the "Rights Offering"). The Corporation has received a notice of acceptance in respect of the Rights Offering from its principal regulator and expects to receive notices of acceptance from the remaining jurisdictions shortly.
Dundee Energy will be offering to eligible holders of its outstanding common shares (each, a "Common Share") of record as at the close of business on March 12, 2013 (the "Record Date") transferable rights (each, a "Right") to subscribe for common shares ("Rights Common Shares") or flow-through Common Shares ("FT Common Shares" and, together with the Rights Common Shares, the "Rights Shares") or a combination thereof, on the terms set forth in a rights offering circular (the "Rights Offering Circular") to be mailed by the Corporation to shareholders (and which will also be available on SEDAR).
Each registered holder of Common Shares on the Record Date will receive one Right for each Common Share held. A holder of Rights will be entitled to acquire one Rights Common Share or one Rights FT Share for every seven (7) Rights held upon payment of the applicable subscription price of: (a) $0.34, in the case of Rights Common Shares; and (b) $0.39, in the case of Rights FT Shares (the "Basic Subscription Privilege"). The Rights expire at 5:00 p.m. (Toronto time) on April 4, 2013, after which time unexercised Rights will be void and without value. Shareholders who exercise all their Rights under the Basic Subscription Privilege will also be entitled to acquire additional Rights Shares (to the extent additional Rights Shares are available, subject to certain limitations) pursuant to an additional subscription privilege to be provided for under the Rights Offering, the terms of which are described in the Rights Offering Circular (the "Additional Subscription Privilege").
Dundee Corporation, which owns approximately 57% of Dundee Energy, has committed to the board of directors of the Corporation to provide its aggregate subscription payments with respect to its subscriptions pursuant to the Basic Subscription Privilege and its maximum potential Additional Subscription Privilege (on the basis of subscriptions of Rights FT Shares) pursuant to the Rights Offering, amounting to approximately $9.2 million. This commitment has the same effect as a "stand-by commitment", as Dundee Corporation intends to acquire all of the Rights Shares not acquired under the Basic Subscription Privilege or the Additional Subscription Privilege by other shareholders. Dundee will not be paid a fee in consideration for exercising its rights under the Rights Offering.
The Rights will be listed on the Toronto Stock Exchange (the "TSX") under the symbol "DEN.RT" and are expected to commence trading on March 8, 2013. The TSX has also approved the listing of the Rights Common Shares and Rights FT Shares issuable upon exercise of the Rights.
The Rights and underlying Rights Shares are not being offered to, and may not be exercised by, persons who are residents of any jurisdiction other than each of the provinces and territories of Canada. Reference is made to the section in the Rights Offering Circular entitled "Ineligible Shareholders".
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