April 09, 2015

whitecap resources inc. closes $110 million bought deal financing

April 9, 2015


CALGARY, ALBERTA - Whitecap Resources Inc. ("Whitecap" or the "Company") (TSX: WCP) is pleased to announce that it has completed its previously announced bought deal financing (the "Offering"). Whitecap, through a syndicate of underwriters led by National Bank Financial Inc. and including GMP Securities L.P., TD Securities Inc., CIBC World Markets, Peters & Co. Limited, RBC Capital Markets, Scotia Capital Inc., FirstEnergy Capital Corp., Macquarie Capital Markets Canada Ltd., BMO Capital Markets, and Dundee Securities Ltd. (collectively, the "Underwriters"), issued a total of 8,149,000 subscription receipts of Whitecap ("Subscription Receipts") at a price of $13.50 per Subscription Receipt for gross proceeds of approximately $110 million.  

Each Subscription Receipt represents the right to receive, without payment of additional consideration or further action on the part of the holder, one common share of Whitecap (a "Common Share") upon closing of the previously announced acquisition of all of the issued and outstanding common shares of Beaumont Energy Inc. (the "Acquisition").  The Acquisition is expected to be completed on or about May 1, 2015 and is subject to certain closing conditions, including, but not limited to, the approval of the shareholders of Beaumont and approvals under the Competition Act (Canada).

The gross proceeds from the sale of the Subscription Receipts have been placed in escrow pending closing of the Acquisition. If the Acquisition is closed on or before 5:00 p.m. (Calgary time) on June 30, 2015 or such later date within 15 days as National Bank Financial Inc. on behalf of the Underwriters may elect, the escrowed funds (less the balance of the Underwriters' commission) will be released to Whitecap. Whitecap will use such funds towards the cash consideration payable pursuant to the Acquisition. In addition, when the Acquisition has closed, holders of Subscription Receipts who held such Subscription Receipts on the record date(s) of any dividend(s) declared by Whitecap on its Common Shares shall be entitled to receive an amount per Subscription Receipt equal to the amount per Common Share of any cash dividends for which record dates have occurred during the period from the date hereof to the date immediately preceding the date the underlying Common Shares are issued pursuant to the Subscription Receipts. If payable, the escrow agent and Whitecap will pay this dividend equivalent payment, if any, to holders on the later of the date that the Common Shares are issued pursuant to the Subscription Receipts and the date such dividend is paid to holders of Common Shares.

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