Waterous ups bid for Osum Oil Sands shares to C$171m

Waterous Energy Fund has increased its offer to buy shares it does not already own of Osum Oil Sands Corp, a Calgary-based oil sands producer.

Waterous Energy Fund has increased its offer to buy shares it does not already own of Osum Oil Sands Corp, a Calgary-based oil sands producer. Waterous, a Canadian energy private equity firm, is now proposing to acquire up to 57 million Osum shares for C$3 per unit, implying a deal value of C$171 million. Osum’s board and executive have agreed to vote for the offer.

PRESS RELEASE

Calgary, Alberta (February 18, 2021) – Osum Oil Sands Corp. (“Osum” or the “Company”) wishes to update shareholders on matters related to the bid for the Company launched by Waterous Energy Fund (“Waterous” or “WEF”) on November 2, 2020. As announced earlier today, WEF is now offering to buy up to 57,000,000 Osum common shares (“Osum Shares”) at an offer price of $3.00 per share (the “Improved Offer”), an increase from its original offer for up to 52,500,000 Osum Shares at $2.40 in cash per share. The improved offer price represents a 25% increase to the original offer price. In conjunction with this development, all of the independent board members and members of the Osum executive team have entered into support agreements committing to tender their shares to the Improved Offer. The Improved Offer is subject to a minimum tender condition that more than 50% of the outstanding Osum Shares (excluding shares already owned by Waterous and its affiliates) have been deposited under the Improved Offer and not withdrawn. With the added support, Osum understands that Waterous now has commitments from shareholders to tender a total of approximately 44% of those remaining shares.

“Waterous seeks to invest in established businesses with scale, strong management and top quartile assets – and that is certainly Osum,” said William Friley, Chairman of the Company’s Board of Directors. “Since WEF’s announcement of its bid in early November, it has been our goal to ensure that shareholders are provided with the opportunity for liquidity at a price that is more reflective of Osum’s value. I, along with the other independent members of the board, together with the members of the senior management team, are pleased that Waterous has taken this step and are supportive of the revised offer.”

Improved Offer Details
The expiry time for the Improved Offer has been extended and will now expire at 5:00 p.m. (Calgary time) on March 1, 2021, unless withdrawn or further extended.
A notice of variation and change providing revised information for the Improved Offer will be filed with the Canadian securities regulatory authorities and mailed to Osum securityholders.

Shareholders can tender their shares to the Improved Offer by contacting their broker or Waterous’ Depositary and Information Agent, Kingsdale Advisors by telephone toll-free in North America at 1-866-581-0506 and outside of North America at 1-416-867-2272 or by email at contactus@kingsdaleadvisors.com.

Osum shareholders who have already tendered their shares to the original offer do not need to do anything further to receive the increased consideration being offered for the shares under the Improved Offer.

Advisors
Osum has retained TD Securities and RBC Capital Markets as its financial advisors, and McCarthy Tétrault LLP as legal counsel to Osum and the Osum Board and Norton Rose Fulbright Canada LLP as legal counsel to the Special Committee.
About Osum

Established in Alberta in 2005, Osum Oil Sands Corp. is a private oil sands producer focused on the responsible application of in situ recovery technologies within Canada’s oil sands and carbonates. Additional information on the Company is available at osumcorp.com.