Questerre announces successful private placement
CALGARY, ALBERTA--(Marketwired - Sept. 29, 2017) -
THIS NEWS RELEASE IS NOT FOR DISSEMINATION OR DISTRIBUTION IN THE UNITED STATES OF AMERICA
TO UNITED STATES NEWSWIRE SERVICES OR UNITED STATES PERSONS
Questerre Energy Corporation ("Questerre" or the "Company") (TSX:QEC)(OSLO:QEC) is pleased to announce that its private
placement of up to 34.9 million Common Shares (the "Private Placement") has been over-subscribed at a price of 5.70 NOK or C$0.89
per Common Share. Gross proceeds are estimated at 198.9 million NOK or approximately C$31 million.
Michael Binnion, President and Chief Executive Officer of Questerre, commented, "This placement was important to strengthen
our financial position. We will fully participate in the development of Kakwa as a future source of capital for Quebec. It also
allows us to work on our Quebec Clean Gas initiative over the next year in advance of our planned pilots in the Lowlands."
Closing of the Private Placement is subject to receipt of all requisite approvals, including the approval by the Toronto Stock
Exchange. The Common Shares issued are subject to certain resale restrictions in Canada and cannot be traded in Canada or to the
benefit of a Canadian resident for four months and a day from the distribution date. The Private Placement is completed in
reliance on exemptions from the Prospectus Directive (Directive 2003/71 EC as amended by Directive 2010/73 EU). The Common Shares
issued under the Private Placement will be tradeable on the Oslo Stock Exchange ("OSE") from delivery to subscribers.
The Company notes that the Board has diligently considered issues related to equal treatment arising from the execution of the
Private Placement, hereunder the OSE's rules on equal treatment. The Board strongly believes that the fund raising carried out in
the Private Placement is in the common interest of the Company and its shareholders and believes that the deviation from the
principle of equal treatment has been made on a rational and justifiable basis, amongst others on the basis of the following
factors: the pricing through an accelerated book building process reflecting the market price; favorable sentiment for
fundraising and the need to strengthen the investor base with institutional investors. Based on the above, the Board has decided
that it will not carry out a subsequent repair offering towards investors not participating in the Private Placement.
The Company anticipates there will be 384,832,034 Common Shares issued and outstanding upon closing of the Private
Placement.
Arctic Securities AS, Pareto Securities AS and SpareBank 1 Markets AS were appointed as managers and bookrunners in
connection with the Private Placement.
Questerre is leveraging its expertise gained through early exposure to shale and other non-conventional reservoirs. The
Company has base production and reserves in the tight oil Bakken/Torquay of southeast Saskatchewan. It is bringing on
production from its lands in the heart of the high-liquids Montney shale fairway. It is a leader on social license to operate
issues for its Utica shale gas discovery in the St. Lawrence Lowlands, Quebec. It is pursuing oil shale projects with the aim of
commercially developing these significant resources.
Questerre is a believer that the future success of the oil and gas industry depends on a balance of economics, environment and
society. We are committed to being transparent and are respectful that the public must be part of making the important choices
for our energy future.
Advisory Regarding Forward-Looking Statements
This press release contains forward-looking statements and forward-looking information (collectively "forward-looking
statements") within the meaning of applicable securities laws. In particular and without limitation, this news release contains
forward-looking statements concerning: the Company's funding and participation in development of its Kakwa assets, its Quebec
Clean Gas initiative and its planned pilot development project in the St. Lawrence Lowlands, Quebec, the size, pricing and
completion of the Private Placement and the timing thereof and the Company's pursuit of shale projects for commercial
development. Forward-looking statements typically uses words such as "anticipate", "believe", "project", "expect", "goal",
"plan", "intend" or similar words suggesting future outcomes, statements that actions, events or conditions "may", "would",
"could" or "will" be taken or occur in the future.
Forward-looking statements are based on a number of material factors, expectations or assumptions of the Company which have
been used to develop such statements and information but which may prove to be incorrect, including the satisfaction of all
conditions to the closing of the Private Placement and on the time frame contemplated. Although the Company believes that the
expectations reflected in these forward-looking statements are reasonable, undue reliance should not be placed on them because
the Company can give no assurance that they will prove to be correct. Since forward-looking statements address future events and
conditions, by their very nature they involve inherent risks and uncertainties, including but not limited to: failure to obtain,
in a timely manner, regulatory, stock exchange and other required approvals in connection with the Private Placement and the
Company's pilot project in Quebec. Additional information regarding some of these risks, expectations, assumptions and other
factors may be found in the Company's Annual Information Form and Management's Discussion and Analysis prepared for the year
ended December 31, 2016. The reader is cautioned not to place undue reliance on these forward-looking statements. The
forward-looking statements contained in this news release are made as of the date hereof and the Company undertakes no
obligations to update publicly or revise any forward-looking statements, whether as a result of new information, future events or
otherwise, unless so required by applicable securities laws.