Prairie Provident Announces Completion of Preferred Share Financing and Debt Amendments

Core Viewpoint - Prairie Provident Resources Inc. has successfully completed a preferred share financing raising C$26.5 million and amended its debt agreements to extend maturities and defer cash interest obligations through 2026 [1][9]. Equity Financing - The financing involved the sale of 264,848 Class A preferred shares at C$100 per share, resulting in total gross proceeds of C$26,484,800 [2]. - The preferred shares are non-voting, rank senior to other equity classes, and carry an 8% annual yield [3]. - The shares can be redeemed or retracted starting March 31, 2031, with specific conditions for payment [4][5]. - The Purchaser received warrants to acquire 379,024,000 common shares, exercisable upon certain events [6]. Debt Amendments - The amendments include a 24-month extension for the maturity of the First Lien Loan and Second Lien Notes, now maturing on March 31, 2028, and September 30, 2028, respectively [9][10]. - The company can defer cash interest obligations on the First Lien Loan through 2026, capitalizing these amounts as additional principal [10]. Regulatory Matters - Prairie Provident applied for an exemption from shareholder approval for the financing and debt amendments due to financial hardship, which was accepted by the Toronto Stock Exchange [11]. - The company is under a 120-day remedial delisting review by the TSX, a standard procedure in such cases [12]. Related Party Transactions - The financing and amendments are considered related party transactions as the Purchaser and lenders are affiliates of PCEP, which holds over 80% of the common shares [13]. - Prairie Provident determined that these transactions were exempt from formal valuation and minority approval requirements due to financial hardship [13]. Ownership Structure - Prior to the financing, PCEP held approximately 80.2% of the common shares, and after the financing, the Purchaser's potential ownership could rise significantly depending on the exercise of warrants and rights [15][16]. - If all warrants and rights were exercised, PCEP and the Purchaser could collectively hold approximately 90.6% of the common shares [19]. Company Overview - Prairie Provident is engaged in the exploration and development of oil and natural gas properties in Alberta, particularly in the Basal Quartz trend in the Michichi area [23].