Calgary, Alberta, September 22, 2021 – Kiwetinohk Energy Corp. (“Kiwetinohk” or the “Corporation”) is pleased to announce that it has emerged, as prescribed, from the closure of the business combination of Kiwetinohk Resources Corp. (“KRC“) and Distinction Energy Corp. (“Distinction“) (the “Business Combination“). The Business Combination creates a larger, more efficient and diversified integrated energy company that is positioned to compete in the transition of energy sources with lower associated emissions of greenhouse gases. The Corporation will now operate as Kiwetinohk Energy Corp. Kiwetinohk is now a reporting issuer under applicable Canadian securities laws and its public filings may be accessed under its profile at www.sedar.com.
Kiwetinohk’s strategic target is to build a vertically integrated energy transition company seeking to profitably produce a low carbon/carbon free portfolio of energy products: hydrocarbons, electricity and hydrogen. The Company has already secured a base of liquids-rich gas production operations with development upside as described in the Joint Information Circular (filed in connection with the Business Combination under Distinction’s profile on SEDAR on August 3, 2021). In addition to hydrocarbon production, Kiwetinohk is currently planning a suite of renewable and gas-fired(with carbon capture and sequestration) power generation projects while also searching for hydrogen production and marketing opportunities. With this strategy, Kiwetinohk expects to manage costs and emissions associated with production of low carbon/carbon free forms of consumer energy.
Commenting on the Business Combination, Pat Carlson, Chief Executive Officer of Kiwetinohk, noted: “Driven by climate change, we believe that the market is demanding cleaner energy with less associated emissions of greenhouse gases. Improving our emissions footprint while supplying the electricity grid with a reliable supply of energy is our intended response to that consumer demand. A combination of intermittent renewable energy from solar and wind as well as gas-fired power with carbon capture and sequestration can supply cleaner electricity that the grid needs to replace coal. Our planned suite of gas-fired power projects includes base-load natural gas combined cycle and dispatchable, high efficiency internal combustion engine simple cycle power generation. This combination of cleaner burning gas-fired power sources can contribute to grid stability, enabling Alberta to maximize the economical capture of renewable solar and wind energy. As markets and infrastructure materialize, Kiwetinohk also aspires to produce “blue” and, eventually, “green” hydrogen. In our view, to be sustainable, the energy business has to be profitable and Kiwetinohk intends to provide a profitable and reliable link between low-emissions gas-fired power with carbon capture and clean renewables.”
As a result of the Business Combination, Kiwetinohk is more diversified and expects to benefit from a higher upstream growth profile enabled by the combination of high-quality producing upstream assets in KRC and Distinction. These upstream assets provide an established position in the Montney and Duvernay plays with significant supporting infrastructure which facilitates low operating costs. The upstream properties include high-netback production and an attractive inventory of undeveloped assets.
Kiwetinohk is committed to financial discipline with leverage appropriately matched to risk and a strong balance sheet to maintain financial flexibility as it builds out the next stage of its business plan. To provide sufficient capital resources and liquidity, Kiwetinohk has entered a $225 million senior secured extendible revolving facility (“Credit Facility”). As of September 22, 2021, Kiwetinohk has approximately $40 million of debt outstanding and remaining available liquidity on its Credit Facility of approximately $158 million after consideration for outstanding letters of credit.
Following the Business Combination and after giving effect to the consolidation of KRC’s outstanding common shares on a 10 to 1 basis, Kiwetinohk has approximately 43.6 million common shares issued and outstanding as of September 22, 2021.
Kiwetinohk’s Chief Financial Officer, Jakub Brogowski, commented, “We believe we can pursue both production and development of high-quality oil and gas resources and the early-stage development of power generation projects while meeting target investment returns. To finance the full development of power generation and our other energy transition projects, we intend to partner with financial counterparties and prudently use debt in order to provide low risk attractive returns to our investors.”
With the closing of the acquisition of its Simonette area assets earlier this year and the completion of the Business Combination, the Corporation has accumulated a large, diversified production and land base that includes a well-defined drilling inventory. Although the Corporation continues to evaluate and consider additional upstream consolidation targets, the upstream leadership team is also focused on operational excellence including field operating performance and implementation of a development drilling program. Concurrent with the upstream acquisition strategy, the Corporation has also strategically invested to position itself in select complementary energy transition projects in Alberta, focused, to date, on power development and carbon capture and sequestration.
Kiwetinohk’s strong financial position and anticipated cash flow from producing assets has allowed the Corporation to initiate a modest drilling program for the remainder of the year. Two Duvernay wells in Simonette and three Montney wells in Placid are currently in the drilling phase. Both sets of wells are being drilled off existing pads and will benefit from infrastructure in-place. One of the Montney wells will test an unproven zone with significant recovery potential. Initial results are expected early in 2022. The Corporation’s consolidated production for September has been over 14,000 boe/d (weighted 43% to liquids).
Governance and Leadership
Kiwetinohk is committed to maintaining the highest standards of corporate governance. The Kiwetinohk Board of Directors will benefit from the leadership and experience of Kevin Brown as Chairman. Kevin is Co-Chair and Director of ARC Financial Corp. (“ARC”) which acts as advisor to the funds that are Kiwetinohk’s largest shareholder and own approximately 63% of the combined company post the Business Combination. The management team will continue to be led by Pat Carlson. Pat has been CEO of KRC since its inception in February 2018 and prior to that he co-founded and led four successful Alberta-based energy companies, each sponsored by ARC, including, most recently, Seven Generations Energy Ltd. from which he retired as CEO in June 2017.
The Kiwetinohk board following the Business Combination is:
- Kevin Brown, Chairman
- Pat Carlson
- Leland Corbett
- Nancy Lever
- Kaush Rakhit
- Beth Reimer-Heck
- Timothy Schneider
- Steve Sinclair
- William (Bill) Slavin
Kiwetinohk is seeking to add a third female director by year-end allowing the company to attain a target of 30% per cent female representation at the Board level.
Kiwetinohk’s executive office will remain headquartered in Calgary, Alberta, with the head office is located at Suite 1900, 250 – 2 Street SW, Calgary, Alberta, T2P 0C1.
This news release contains measures that do not have a standardized meaning under International Financial Reporting Standards (“IFRS”) and therefore may not be comparable to similar measures presented by other entities. Available liquidity is calculated as available credit facility capacity after deducting drawn amounts and outstanding letters of credit.
Readers are encouraged to review Kiwetinohk’s June 30, 2021 financial statements and other materials filed under its SEDAR profile. These measures have been described and presented to provide shareholders, potential investors and analysts with additional measures for analyzing the Corporation. This additional information should not be considered in isolation or as a substitute for measures prepared in accordance with IFRS.
Oil and Gas Disclosure
The term “boe” may be misleading, particularly if used in isolation. A boe conversion rate of six thousand cubic feet of natural gas per barrel of oil (6 mcf:1 bbl) is based on an energy equivalency conversion method primarily applicable at the burner tip and do not represent a value equivalency at the wellhead. Given that the value ratio based on the current price of crude oil as compared to natural gas is significantly different from an energy equivalency of 6:1, utilizing a conversion ratio of 6:1 may be misleading as an indication of value.
Forward-Looking Information and Statements
This news release contains certain forward-looking statements and forward-looking information (collectively referred to as “forward-looking information”) within the meaning of applicable securities legislation about current expectations about the future, based on certain assumptions made by Kiwetinohk. Although Kiwetinohk believes that the expectations represented by such forward-looking information are reasonable, there can be no assurance that such expectations will prove to be correct. Forward-looking information in this news release is identified by words such as “anticipate”, “expect”, “will” or similar expressions and includes suggestions of future outcomes, including statements about the characteristics of Kiwetinohk following the completion of the Business Combination.
Readers are cautioned not to place undue reliance on forward-looking information as Kiwetinohk’s actual results may differ materially from those expressed or implied. Kiwetinohk undertakes no obligation to update or revise any forward-looking information except as required by law. Developing forward-looking information involves reliance on a number of assumptions and consideration of certain risks and uncertainties, some of which are specific to Kiwetinohk and others that apply to the industry generally. Material factors or assumptions on which the forward-looking information in this news release include: the ability to successfully integrate the business of Distinction; access to sufficient capital to pursue any development plans; the development and commercialization of planned power projects; forecast commodity and power prices and other pricing assumptions; forecast production volumes based on business and market conditions; the accuracy of outlooks and projections contained herein; projected capital investment levels, the flexibility of capital spending plans, and associated sources of funding; achievement of further cost reductions and sustainability thereof; Kiwetinohk’s ability to obtain necessary regulatory approvals; the successful and timely implementation of capital projects or stages thereof; the ability to generate sufficient cash flow to meet current and future obligations; estimated abandonment and reclamation costs, including associated levies and regulations applicable thereto; and regulatory regimes; the accuracy of the estimates of each of Kiwetinohk’s and Distinction’ reserve volumes; Kiwetinohk’s ability to access and implement all technology necessary to efficiently and effectively operate its assets; the ongoing impact of novel coronavirus COVID-19 (“COVID-19“) on commodity prices and the global economy; and other risks and uncertainties described from time to time in the filings made by Kiwetinohk with securities regulatory authorities.
The risk factors and uncertainties that could cause actual results to differ materially from the anticipated results or expectations expressed in this news release, include: the ability of Kiwetinohk to realize the anticipated benefits of, and synergies from, the Business Combination and the timing thereof; failure to achieve and sustain future cost reductions; potential undisclosed liabilities unidentified during the due diligence process; the success of business integration; the ability to access or implement some or all of the technology necessary to efficiently and effectively operate the assets and achieve expected future results; volatility of and other assumptions regarding commodity prices; a resurgence in cases of COVID-19, which has occurred in certain locations, and the possibility of which in other locations remains high and creates ongoing uncertainty that could result in restrictions to contain the virus being re-imposed or imposed on a more strict basis, risks inherent in marketing operations, including credit risks, exposure to counterparties and partners, including ability and willingness of such parties to satisfy contractual obligations in a timely manner; the ability to maintain desirable net debt ratios; the ability to access various sources of debt and equity capital, generally, and on acceptable terms; the ability to finance growth and sustaining capital expenditures; accuracy of reserves, future production, and future net revenue estimates; unanticipated results from exploration and development activities; accuracy of accounting estimates and judgments; and the ability to replace and expand oil and gas reserves.
Additional information about assumptions, risk factors, and uncertainties on which the forward-looking information is based and that could cause Kiwetinohk’s actual results to differ materially from any estimates or projections of future performance or results expressed or implied by such forward-looking statements are described in the joint management information circular of KRC and Distinction dated July 27, 2021 and the documents incorporated by reference therein, which are available on Distinction’s SEDAR profile at www.sedar.com.
Kiwetinohk is an integrated energy transition company focused on production of low carbon/carbon free energy incorporating all facets of the energy spectrum through alignment of hydrocarbons and green energy solutions that will collectively be required to service future energy demand. Distinction was an oil and natural gas company based in Calgary, Alberta, focused on commercializing, developing and producing crude oil, natural gas and natural gas liquids from properties in the Fox Creek region of Alberta. The combined company’s business will entail a combination of these businesses.
FOR FURTHER INFORMATION PLEASE CONTACT:
KIWETNOHK ENERGY CORP.
Suite 1900 – 250 – 2 Street S.W.
Calgary, Alberta. T2P 0C1
Telephone: (587) 392-4424 Facsimile: (587) 392-4425
President & CEO
Chief Financial Officer