ANNUAL GENERAL MEETING
VANCOUVER, BC, June 9, 2025 /CNW/ - (TSX: AOI) (Nasdaq-Stockholm: AOI) – Meren Energy Inc. ("Meren" or the "Company") confirms that its Annual General Meeting of Shareholders will be held on Thursday, June 12, 2025 at 09:00 am (Pacific Time) at Bennett Jones LLP Fraser Boardroom, Park Place, 666 Burrard Street, Suite 2500, Vancouver V6C 2X8. View PDF version
The purpose of the Meeting is as follows:
View PDF
To receive the consolidated audited financial statements and accompanying management's discussion and analysis of the Company for the year ended December 31, 2024, together with the report of the auditors;
To appoint PricewaterhouseCoopers LLP as auditors of the Company to hold office until the next Annual General Meeting, at a remuneration to be fixed by the directors of the Company;
To consider and, if deemed advisable, to approve an advisory resolution to accept the Company's approach to executive compensation; and
To elect directors to hold office for the ensuing year.
The record date for the Annual General Meeting of Shareholders is April 24, 2025. The Notice of Meeting, Management Information Circular, and related meeting materials are available under the Company's profile on SEDAR at www.sedar.com and on the Company's website at www.africaoilcorp.com.
About Meren
Meren is a full-cycle Independent upstream oil and gas company with interests offshore Nigeria, Namibia, South Africa and Equatorial Guinea. Its main assets are producing and development assets in deepwater Nigeria operated by Majors. The Company holds a leading position in the Orange Basin including its effective interest in the Venus light oil project, offshore Namibia, and its direct interest in Block 3B/4B, offshore South Africa.
Additional Information
This information was submitted for publication, through the agency of the contact persons set out above, at 6:30 p.m. EDT on June 9, 2025.
Forward Looking Information
Certain statements and information contained herein constitute "forward-looking information" (within the meaning of applicable Canadian securities legislation). Such statements and information (together, "forward-looking statements") relate to future events or the Company's future performance, business prospects or opportunities.
All statements other than statements of historical fact may be forward-looking statements. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or performance (often, but not always, using words or phrases such as "seek", "anticipate", "plan", "continue", "estimate", "expect, "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar expressions) are not statements of historical fact and may be "forward looking statements".
SOURCE Meren Energy Inc.
Hashtags
Try Our AI Features
Explore what Daily8 AI can do for you:
Comments
No comments yet...
Related Articles
Cision Canada
27 minutes ago
- Cision Canada
Highly successful raising leaves FireFly with $135m to fund multi-pronged growth strategy
Proceeds from the raising to be used to accelerate exploration campaign with seven rigs to drive rapid value by increasing and upgrading the Mineral Resource while conducting mining studies FireFly has received firm commitments totalling approximately A$95m (before costs) via a charity flow-through offering, two-tranche institutional placement, and Canadian bought deal financing FireFly also intends to undertake a non-underwritten Share Purchase Plan to raise up to an additional A$5m (before costs) at the same offer price as the two-tranche institutional placement FireFly will receive an average price of A$1 per share in the raising, representing a discount of just 2.9% to the last sale price, after allowing for the Canadian flow-through premium PERTH, Australia, June 9, 2025 /CNW/ - FireFly Metals Ltd (ASX: FFM) (TSX: FFM) (FireFly or Company) is pleased to announce a highly successful equity raising which ensures the Company is set for substantial ongoing growth through its Green Bay Copper-Gold Project in Canada. FireFly has received firm commitments to raise up to ~A$95 million (before costs) by the issue of up to approximately 94.7 million fully paid ordinary shares in the Company (New Shares) under the Equity Raising (defined below). By utilising the Canadian flow-through provisions, the Company will receive an average price of A$1 per New Share, which is a discount of just 2.9% to the last sale price. FireFly Managing Director Steve Parsons said: "The overwhelming demand for the raising reflects the quality and growth outlook at Green Bay, our commitment to a multi-rig exploration campaign and the demand among global investors for top-shelf copper-gold projects. "The combination of the exceptional Green Bay asset, our proven exploration team and our A$135m cash war chest is the ideal recipe for growth. "This outlook is further enhanced by the shortage of such outstanding projects which can meet investors' surging appetite for copper-gold exposure". Equity Raising Details The equity raising will be completed in three parts (together, the Equity Raising), comprising: ~A$11.2 million (~C$10.0 million) charity flow-through placement to Canadian investors priced at approximately A$1.49 per New Share, which represents a 44.6% premium to FireFly's last closing price on Wednesday, 4 June 2025, and a 55.0% premium to the offer price under the Institutional Placement of A$0.96 per New Share (Charity Flow-Through Placement); ~A$54.9 million two-tranche institutional placement at the offer price of A$0.96 per New Share, which represents a 6.8% discount to FireFly's last closing price and a 7.2% discount to FireFly's 10-day volume weighted average price up to and including Wednesday, 4 June 2025 (Institutional Placement); and ~A$28.8 million (~C$25.8 million) fully underwritten Canadian bought deal offering with BMO Capital Markets. Concurrently with the Equity Raising, FireFly is also offering Eligible Shareholders (defined below) the opportunity to participate in a non-underwritten Share Purchase Plan (SPP) to raise up to an additional A$5,000,000 before costs (with the ability to accept oversubscriptions, at the discretion of the Company). Charity Flow-Through Placement The Company has received firm commitments under the Charity Flow-Through Placement to raise approximately C$10.0 million (~A$11.2 million) 1, before costs, through the issue of approximately 7.6 million New Shares at an issue price of approximately C$1.32 (A$1.49) per New Share (Flow-Through Shares) to be issued as Canadian "flow-through shares", which provide tax incentives to those investors for certain exploration expenditures that qualify under the Income Tax Act (Canada). Pursuant to a block trade agreement between PearTree Securities Inc. (PearTree) and Canaccord Genuity (Australia) Limited (Canaccord Genuity), Canaccord Genuity will facilitate the secondary sale of the Flow-Through Shares acquired by PearTree clients under the Charity Flow-Through Placement to sophisticated and professional investors by way of a block trade at A$0.96 per Flow-Through Share. The tax benefits associated with the Flow-Through Shares are available only to the initial investors (who are Canadian residents) and not to any other person who acquires the Flow-Through Shares through the on-sale or transfer of those Flow-Through Shares. _______________________________ 1 Based on an implied exchange rate of 0.8890. The Flow-Through Shares will be issued under the Company's existing placement capacity under ASX Listing Rule 7.1. Settlement of the New Shares under the Charity Flow-Through Placement is expected to occur on 13 June 2025 (followed by the block trade). The Flow-Through Shares will rank equally with the Company's existing ordinary shares on issue. A transaction specific prospectus under section 713 of the Corporations Act 2001 (Cth) (Corporations Act) will be issued in connection with the Charity Flow-Through Placement to facilitate secondary trading of the New Shares the subject of the Charity Flow-Through Placement. The Charity Flow-Through Placement has been facilitated by Canadian flow-through share exempt market dealer, PearTree, pursuant to a subscription and renunciation agreement with the Company. PearTree will not receive any fees or commission from the Company for its role with respect to the Charity Flow-Through Placement. Institutional Placement The Company has received firm commitments from sophisticated and professional investors under the Institutional Placement to raise approximately A$54.9 million (before costs) through the issue of approximately 57.2 million New Shares at an issue price of A$0.96 per New Share (Placement Shares). The Institutional Placement consists of approximately: 28.1 million New Shares to be issued under FireFly's existing placement capacity under ASX Listing Rule 7.1 to raise approximately A$26.9 million (before costs) (T1 Placement Shares); and 29.2 million New Shares to raise approximately A$28.0 million (before costs), subject to receipt of shareholder approval at a general meeting expected to be held in mid-July 2025 (T2 Placement Shares). Settlement of the T1 Placement Shares is expected to occur on or around Friday, 13 June 2025. Canadian Bought Deal Financing FireFly has entered into an agreement with BMO Nesbitt Burns Inc. (BMO), pursuant to which BMO has agreed to purchase, on a bought deal basis, 30,000,000 New Shares at a price of C$0.86 (A$0.96) per New Share for gross proceeds of C$25.8 million (approximately A$28.8 million) 2 (the Canadian Offering). The Company has also granted BMO an option, exercisable at the offering price (i.e. C$0.86 per New Share) for a period of 30 days following the closing of the Canadian Offering, to purchase up to an additional 3,000,000 New Shares to cover over-allotments, if any, and for market stabilization purposes. ______________________________ 2 Based on an implied exchange rate of 0.8958. The New Shares under the Canadian Offering are being offered in Canada by way of a short form prospectus in all of the provinces of Canada, except Quebec, and by way of private placement in the United States and offshore jurisdictions in accordance with applicable laws. The Canadian Offering is expected to close on or about 20 June 2025 and is subject to the Company receiving all necessary regulatory approvals. The New Shares the subject of the Canadian Offering will be issued under the Company's existing placement capacity under ASX Listing Rule 7.1. The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. Share Purchase Plan The Company is offering shareholders who were registered as a holder of Shares as at 5.00pm (AWST) on 4 June 2025 (Record Date) and whose registered address is in Australia or New Zealand (Eligible Shareholders) the opportunity to subscribe for a maximum of A$30,000 worth of fully paid ordinary shares in the Company (SPP Shares) at an issue price of A$0.96 per SPP Share (being the same price as the Institutional Placement), to raise up to A$5.0 million (before costs) under the SPP. The Company reserves the right to take oversubscriptions in accordance with the ASX Listing Rules and the Corporations Act. An SPP booklet containing further information in relation to the SPP, including the scale-back policy and other terms and conditions, is expected to be released on ASX and dispatched to Eligible Shareholders on or around 16 June 2025. Use of Funds The net proceeds of the Equity Raising and SPP will be primarily used for expenditure at the Green Bay Copper-Gold Project including underground development, Resource extension and infill drilling, regional and near mine exploration and drill testing, pre-construction and study works. The net proceeds will also be used for transaction costs and working capital. Advisers Canaccord Genuity is acting as Sole Lead Manager and Bookrunner to the Institutional Placement, and on the block trade component of the Charity Flow-Through Placement. Euroz Hartleys Limited and Argonaut Securities Pty Ltd are acting as Co-Managers to the Institutional Placement. BMO Capital Markets is acting as Sole Underwriter and Bookrunner to the Canadian Offering. Hamilton Locke is acting as Australian legal advisor to the Company and Osler, Hoskin & Harcourt LLP is acting as Canadian legal advisor to the Company. This announcement has been authorised by the Board of Directors. Indicative Timetable Key Event Date Trading halt lifted and trading resumes Tuesday, 10 June 2025 DvP Settlement of T1 Placement Shares issued under the Institutional Placement Friday, 13 June 2025 Settlement, Allotment and Trading of New Shares issued under the Charity Flow-Through Placement Friday, 13 June 2025 DvP Allotment and normal trading of T1 Placement Shares issued under the Institutional Placement Lodgement of SPP Offer booklet and SPP Offer opens Monday, 16 June 2025 Issue of New Shares under Canadian Offering Friday, 20 June 2025 Close of SPP offer Monday, 7 July 2025 Issue of SPP Shares Monday, 14 July 2025 General Meeting to approve the issue of T2 Placement Shares under the Institutional Placement Indicatively Mid-July 2025 Settlement, Allotment and Trading for T2 Placement Shares issued under the Institutional Placement Indicatively Mid-July 2025 and following the General Meeting The above timetable is indicative only and subject to change. The Company reserves the right to amend any or all of these dates and times without notice, subject to the Corporations Act, the ASX Listing Rules and other applicable laws. ABOUT FIREFLY METALS FireFly Metals Ltd (ASX, TSX: FFM) is an emerging copper-gold company focused on advancing the high-grade Green Bay Copper-Gold Project in Newfoundland, Canada, which is comprised of multiple assets, including the Ming underground mine and Little Deer exploration project. The Green Bay Copper-Gold Project currently hosts a Mineral Resource prepared in accordance with the 2012 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (JORC Code 2012) and Canadian National Instrument 43-101 - Standards of Disclosure for Mineral Projects (NI 43-101) of 24.4Mt of Measured and Indicated Resources at 1.9% for 460Kt CuEq and 34.5Mt of Inferred Resources at 2% for 690Kt CuEq. The Company has a clear strategy to rapidly grow the copper-gold Mineral Resource to demonstrate a globally significant copper-gold asset. FireFly has commenced a 130,000m diamond drilling program. FireFly holds a 70% interest in the high-grade Pickle Crow Gold Project in Ontario. The current Inferred Resource stands at 11.9Mt at 7.2g/t for 2.8Moz gold, with exceptional discovery potential on the 500km 2 tenement holding. The Company also holds a 90% interest in the Limestone Well Vanadium-Titanium Project in Western Australia. For further information regarding FireFly Metals Ltd please visit the ASX platform (ASX:FFM) or the Company's website or SEDAR+ at Mineral Resources Estimate – Green Bay Project The Mineral Resource Estimate for the Green Bay Project referred to in this announcement and set out at Appendix A was first reported in the Company's ASX announcement dated 29 October 2024, titled "Resource increases 42% to 1.2Mt of contained metal at 2% Copper Eq" and is also set out in the Technical Reports for the Ming Copper Gold Mine, titled "National Instrument 43-101 Technical Report, FireFly Metals Ltd., Ming Copper-Gold Project, Newfoundland" with an effective date of November 29, 2024 and the Little Deer Copper Project, titled "Technical Report and Updated Mineral Resource Estimate of the Little Deer Complex Copper Deposits, Newfoundland, Canada" with an effective date of June 26, 2024, each of which is available on SEDAR+ at The Company confirms that it is not aware of any new information or data that materially affects the information included in the original announcement and that all material assumptions and technical parameters underpinning the Mineral Resource Estimate in the original announcement continue to apply and have not materially changed. Metal equivalents for the Mineral Resource Estimate mineralisation have been calculated at a copper price of US$8,750/t, gold price of US$2,500/oz and silver price of US$25/oz. Individual Mineral Resource grades for the metals are set out at Appendix A of this announcement. Copper equivalent was calculated based on the formula CuEq(%) = Cu(%) + (Au(g/t) x 0.82190) + (Ag(g/t) x 0.00822). Metallurgical factors have been applied to the metal equivalent calculation. Copper recovery used was 95%. Historical production at the Ming Mine has a documented copper recovery of ~96%. Precious metal metallurgical recovery was assumed at 85% on the basis of historical recoveries achieved at the Ming Mine in addition to historical metallurgical test work to increase precious metal recoveries. In the opinion of the Company, all elements included in the metal equivalent calculations have a reasonable potential to be sold and recovered based on current market conditions, metallurgical test work, and historical performance achieved at the Green Bay project whilst in operation. Mineral Resources Estimate – Pickle Crow Project The Mineral Resource Estimate for the Pickle Crow Project referred to in this announcement was first reported in the Company's ASX announcement dated 4 May 2023, titled "High-Grade Inferred Gold Resource Grows to 2.8Moz at 7.2g/t" and is also set out in the Technical Report for the Pickle Crow Project, titled "NI 43-101 Technical Report Mineral Resource Estimate Pickle Crow Gold Project, Ontario, Canada" with an effective date of November 29, 2024 available on SEDAR+ at The Company confirms that it is not aware of any new information or data that materially affects the information included in the original announcement and that all material assumptions and technical parameters underpinning the Mineral Resource Estimate in the original announcement continue to apply and have not materially changed. COMPETENT PERSON / QUALIFIED PERSON All technical and scientific information in this announcement has been reviewed and approved by Group Chief Geologist, Mr Juan Gutierrez BSc, Geology (Masters), Geostatistics (Postgraduate Diploma), who is a Member and Chartered Professional of the Australasian Institute of Mining and Metallurgy and a Member of the Australian Institute of Geoscientists. Mr Gutierrez is a Competent Person as defined in the JORC Code 2012 and a Qualified Person as defined in NI 43-101. FORWARD-LOOKING INFORMATION This announcement may contain certain forward-looking statements and projections, including statements regarding the Equity Raising, the SPP, and FireFly's plans, forecasts and projections with respect to its mineral properties and programs, including the use of proceeds of the Equity Raising and SPP and the completion and expected closings of the Equity Raising and SPP. Forward-looking statements may be identified by the use of words such as "may", "might", "could", "would", "will", "expect", "intend", "believe", "forecast", "milestone", "objective", "predict", "plan", "scheduled", "estimate", "anticipate", "continue", or other similar words and may include, without limitation, statements regarding plans, strategies and objectives. Although the forward-looking statements contained in this announcement reflect management's current beliefs based upon information currently available to management and based upon what management believes to be reasonable assumptions, such forward-looking statements and projections are estimates only and should not be relied upon. They are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors many of which are beyond the control of the Company, which may include changes in commodity prices, foreign exchange fluctuations, economic, social and political conditions, and changes to applicable regulation, and those risks outlined in the Company's public disclosures. The forward-looking statements and projections are inherently uncertain and may therefore differ materially from results ultimately achieved. For example, there can be no assurance that FireFly will be able to confirm the presence of Mineral Resources or Ore Reserves, that FireFly's plans for development of its mineral properties will proceed, that any mineralisation will prove to be economic, or that a mine will be successfully developed on any of FireFly's mineral properties. The performance of FireFly may be influenced by a number of factors which are outside of the control of the Company, its directors, officers, employees and contractors. The Company does not make any representations and provides no warranties concerning the accuracy of any forward-looking statements or projections, and disclaims any obligation to update or revise any forward-looking statements or projections based on new information, future events or circumstances or otherwise, except to the extent required by applicable laws. Green Bay Copper-Gold Project Mineral Resources Ming Deposit Mineral Resource Estimate Little Deer Mineral Resource Estimate GREEN BAY TOTAL MINERAL RESOURCE ESTIMATE 1. FireFly Metals Ltd Mineral Resources for the Green Bay Copper-Gold Project, incorporating the Ming Deposit and Little Deer Complex, are reported in accordance with the JORC Code 2012 and NI 43-101. 2. Mineral Resources have been reported at a 1.0% copper cut-off grade. 3. Metal equivalents for the Mineral Resource Estimate has been calculated at a copper price of US$8,750/t, gold price of US$2,500/oz and silver price of US$25/oz. Metallurgical recoveries have been set at 95% for copper and 85% for both gold and silver. CuEq(%) = Cu(%) + (Au(g/t) x 0.82190) + (Ag(g/t) x 0.00822). 4. Totals may vary due to rounding. SOURCE FireFly Metals Ltd.
Cision Canada
an hour ago
- Cision Canada
RIOT PLATFORMS, INC. REPORTS BENEFICIAL OWNERSHIP OF 14.3% IN BITFARMS LTD.
CASTLE ROCK, Colo., June 9, 2025 /CNW/ - Riot Platforms, Inc. (" Riot") issues this press release pursuant to Part 3 of Canadian National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues and Part 5 of Canadian National Instrument 62-104 – Take-Over Bids and Issuer Bids in respect of Bitfarms Ltd. (" Company"). Riot announces that on June 9, 2025 it sold 1,748,200 common shares (the " Sold Shares") of the Company representing approximately 0.31% of the issued and outstanding Common Shares (the " Common Shares") of the Company (based on the information contained in the Company's management information circular filed on June 9, 2025 (the " Company's Circular"). The Sold Shares were sold through normal course sales on the Nasdaq Stock Market and other open market trades for a weighted average price of approximately US$0.90 per Sold Share (equivalent to approximately C$1.23 per Sold Share based on the daily exchange rate posted by the Bank of Canada on June 9, 2025 (the " Exchange Rate")) at a price range per Sold Share of approximately US$0.88 to US$0.92 (equivalent to approximately C$1.21 to C$1.26 based on the Exchange Rate) for an aggregate amount equal to US$1,576,351.94 (equivalent to approximately C$2,157,079.99 based on the Exchange Rate). Immediately prior to the sales of Common Shares giving rise to the issuance of this press release, Riot beneficially owned 81,249,679 Common Shares, representing approximately 14.61% of the issued and outstanding Common Shares (based on the information contained in the Company's Circular). Following completion of the aforementioned sales, Riot beneficially owned 79,501,479 Common Shares, representing approximately 14.30% of the issued and outstanding Common Shares as at the date hereof (based on the information contained in the Company's Circular). Riot intends to review its investment in the Company on a continuing basis and depending upon various factors, including without limitation, any discussion between Riot, the Company and/or the Company's Board of Directors and its advisors regarding, among other things, the Company's financial position and strategic direction, overall market conditions, other investment opportunities available to Riot, and the availability of securities of the Company at prices that would make the purchase or sale of such securities desirable, Riot may (i) increase or decrease its position in the Company through, among other things, the purchase or sale of securities of the Company, including through transactions involving the Common Shares and/or other equity, debt, notes, other securities, or derivative or other instruments that are based upon or relate to the value of securities of the Company in the open market or otherwise, (ii) enter into transactions that increase or hedge its economic exposure to the Common Shares without affecting its beneficial ownership of the Common Shares or (iii) consider or propose one or more of the actions described in subparagraphs (a) - (k) of Item 5 of Riot's early warning report filed in accordance with applicable Canadian securities laws. This press release is not meant to be, nor should it be construed as, an offer (or an intention to make an offer) to buy or the solicitation of an offer to sell any of the Company's securities. Riot will file the Early Warning Report in accordance with applicable securities laws, which will be available under the Company's profile at The head office of the Company is 110 Yonge Street, Suite 1601 Toronto, Ontario M5C 1T4. The address of Riot is 3855 Ambrosia Street, Suite 301, Castle Rock, CO 80109. For further information and to obtain a copy of the Early Warning Report, please see the Company's profile on the SEDAR+ website ( or contact Phil McPherson, Vice President, Capital Markets & Investor Relations, at (303) 794-2000 ext. 110. About Riot Platforms, Inc. Riot's (NASDAQ: RIOT) vision is to be the world's leading Bitcoin-driven infrastructure platform. Our mission is to positively impact the sectors, networks, and communities that we touch. We believe that the combination of an innovative spirit and strong community partnership allows the Company to achieve best-in-class execution and create successful outcomes. Riot, a Nevada corporation, is a Bitcoin mining and digital infrastructure company focused on a vertically integrated strategy. Riot has Bitcoin mining operations in central Texas and Kentucky, and electrical engineering and fabrication operations in Denver, Colorado, and Houston, Texas. For more information, visit Cautionary Note Regarding Forward Looking Statements Statements contained herein that are not historical facts constitute "forward-looking statements" and "forward-looking information" (together, "forward-looking statements") within the meaning of applicable U.S. and Canadian securities laws that reflect management's current expectations, assumptions, and estimates of future events, performance and economic conditions. Such forward-looking statements rely on the safe harbor provisions of Section 27A of the U.S. Securities Act of 1933 and Section 21E of the U.S. Securities Exchange Act of 1934 and the safe harbor provisions of applicable Canadian securities laws. Because such statements are subject to risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Words and phrases such as "anticipate," "believe," "create," "drive," "expect," "forecast," "future," "growth," "intend," "hope," "opportunity," "plan," "potential," "proposal," "synergies," "unlock," "upside," "will," "would," and similar words and phrases are intended to identify forward-looking statements. Such forward-looking statements are not guarantees of future performance or actual results, and readers should not place undue reliance on any forward-looking statement as actual results may differ materially and adversely from forward-looking statements. Detailed information regarding the factors identified by the management of Riot, which they believe may cause actual results to differ materially from those expressed or implied by such forward-looking statements in this press release, may be found in Riot's filings with the U.S. Securities and Exchange Commission (the " SEC"), including the risks, uncertainties and other factors discussed under the sections entitled "Risk Factors" and "Cautionary Note Regarding Forward-Looking Statements" of Riot's Annual Report on Form 10-K for the fiscal year ended December 31, 2024, filed with the SEC on February 28, 2025, and the other filings Riot has made or will make with the SEC after such date, copies of which may be obtained from the SEC's website at All forward-looking statements contained herein are made only as of the date hereof, and Riot disclaims any intention or obligation to update or revise any such forward-looking statements to reflect events or circumstances that subsequently occur, or of which Riot hereafter becomes aware, except as required by applicable law.
Cision Canada
2 hours ago
- Cision Canada
Bell Announces Upsizing and Results of its Cash Tender Offers for Four Series of Debt Securities Français
This news release contains forward-looking statements. For a description of the related risk factors and assumptions, please see the section entitled "Caution Concerning Forward-Looking Statements" later in this news release. MONTRÉAL, June 9, 2025 /CNW/ - Bell Canada ("Bell" or the "Company") today announced (i) the release of the results of its previously announced separate offers (the "Offers") to purchase for cash the outstanding debentures of the series listed in the table below (collectively, the "Debentures") and (ii) that it has amended the Offers by increasing the Maximum Purchase Amount from C$500,000,000 in aggregate purchase price, excluding accrued and unpaid interest, to an aggregate amount necessary to repurchase all tendered C$35,487,000 principal amount of the 3.50% MTN Debentures Series M-51 due 2050, all tendered C$460,285,200 principal amount of the 4.05% MTN Debentures Series M-55 due 2051, C$105,000,000 principal amount of the 4.35% MTN Debentures Series M-39 due 2045, and C$100,000,000 principal amount of the 4.45% MTN Debentures Series M-45 due 2047; excluding accrued and unpaid interest. The Offers The Offers were made upon the terms and subject to the conditions set forth in the Offer to Purchase dated June 2, 2025 relating to the Debentures (the "Offer to Purchase"). The Debentures are unconditionally guaranteed as to payment of principal, interest and other obligations by BCE Inc. ("BCE"), Bell Canada's parent company. Capitalized terms used but not defined in this news release have the meanings given to them in the Offer to Purchase. According to information provided by TSX Trust Company, the Tender Agent, C$1,240,233,200 combined aggregate principal amount of the Debentures were validly tendered in connection with the Offers prior to or at 5:00 p.m. (Eastern time) on June 9, 2025 (the "Expiration Date") and not validly withdrawn. The table below provides certain information about the Offers, including the aggregate principal amount of each series of Debentures validly tendered and not validly withdrawn prior to the Expiration Date. Title of Debentures (1) Principal Amount Outstanding CUSIP / ISIN Nos. (1) Reference Security (2) Bloomberg Reference Page (2) Fixed Spread (Basis Points) (2) Principal Amount Tendered Indicative Acceptance Amount 3.50% MTN Debentures Series M-51 due 2050 C$119,063,000 07813ZCD4 / CA07813ZCD48 CAN 2 ¾ 12/01/55 FIT CAN0-50 165 C$35,487,000 C$35,487,000 4.05% MTN Debentures Series M-55 due 2051 C$550,000,000 07813ZCH5 / CA07813ZCH51 CAN 2 ¾ 12/01/55 FIT CAN0-50 150 C$460,285,200 C$460,285,200 4.35% MTN Debentures Series M-39 due 2045 C$500,000,000 07813ZBR4 / CA07813ZBR43 CAN 2 ¾ 12/01/55 FIT CAN0-50 160 C$380,712,000 C$105,000,000 4.45% MTN Debentures Series M-45 due 2047 C$500,000,000 07813ZBX1 / CA07813ZBX11 CAN 2 ¾ 12/01/55 FIT CAN0-50 160 C$363,749,000 C$100,000,000 (1) No representation is made by the Company as to the correctness or accuracy of the CUSIP numbers or ISINs listed in this news release or printed on the Debentures. They are provided solely for convenience. (2) The total consideration for each series of Debentures (such consideration, the "Total Consideration") payable per each C$1,000 principal amount of such series of Debentures validly tendered and accepted for purchase will be based on the applicable Fixed Spread specified in the table above for such series of Debentures, plus the applicable yield based on the bid-side price of the applicable Canadian reference security as specified in the table above, as quoted on the applicable Bloomberg Reference Page as of 11:00 a.m. (Eastern time) on June 10, 2025, unless extended by the Company with respect to the applicable Offer. The Total Consideration does not include the applicable Accrued Coupon Payment, which will be payable in cash in addition to the applicable Total Consideration. Indicative Series Acceptance Amounts The Company expects to accept for purchase C$35,487,000 in aggregate principal amount of the 3.50% MTN Debentures Series M-51 due 2050, C$460,285,200 in aggregate principal amount of the 4.05% MTN Debentures Series M-55 due 2051, C$105,000,000 in aggregate principal amount of the 4.35% MTN Debentures Series M-39 due 2045 and C$100,000,000 in aggregate principal amount of the 4.45% MTN Debentures Series M-45 due 2047 tendered into the Offer for such Debentures, on a pro rata basis within the 4.35% MTN Debentures Series M-39 due 2045 and the 4.45% MTN Debentures Series M-45 due 2047, with the actual amount accepted to be adjusted for rounding due to proration. Pricing and Settlement Pricing in respect of the Debentures is expected to occur at 11:00 a.m. (Eastern time) on June 10, 2025, following which the Final Acceptance Amount, the Offer Yield and the Total Consideration in respect of the Debentures validly tendered and accepted for purchase pursuant to the Offers will be announced by the Company. The "Settlement Date" in respect of any Debentures validly tendered and accepted for purchase pursuant to the Offer for such Debentures is expected to be June 12, 2025. The Company will also pay an Accrued Coupon Payment in respect of Debentures validly tendered and accepted for purchase pursuant to the Offer for such Debentures. Holders whose Debentures are accepted for purchase will lose all rights as Holder of the tendered Debentures and interest will cease to accrue on the Settlement Date for all Debentures accepted in the Offer for such Debentures. The Company has retained CIBC World Markets Inc. ("CIBC"), RBC Dominion Securities Inc. ("RBC"), Scotia Capital Inc. ("Scotia") and TD Securities Inc. ("TD") to act as lead dealer managers, and BMO Nesbitt Burns Inc., Merrill Lynch Canada Inc., Desjardins Securities Inc., National Bank Financial Inc., Citigroup Global Markets Canada Inc., Wells Fargo Securities Canada, Ltd., Mizuho Securities Canada Inc., SMBC Nikko Securities Canada, Ltd. and Barclays Capital Canada Inc. to act as co-dealer managers (collectively, the "Dealer Managers") for the Offers. Questions regarding the terms and conditions for the Offers or for copies of the Offer to Purchase should be directed to CIBC at 416.594.8515, RBC at 1.877.381.2099 (toll-free) or 416.842.6311 (collect), Scotia at 416.863.7438 or TD at 1.866.584.2096 (toll-free) or 416.982.6451 (collect). You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Offers. If the Company terminates any Offer with respect to one or more series of Debentures, it will give prompt notice to the Tender Agent, and all Debentures tendered pursuant to such terminated Offer will be returned promptly to the tendering Holders thereof. With effect from such termination, any Debentures blocked in CDS will be released. Offer and Distribution Restrictions The Offers were made solely pursuant to the Offer to Purchase. This news release does not constitute a solicitation of an offer to buy any securities in the United States. No Offer constitutes an offer or an invitation by, or on behalf of, BCE, the Company or the Dealer Managers (i) to participate in the Offers in the United States; (ii) to, or for the account or benefit of, any "U.S. person" (as such term is defined in Regulation S of the U.S. Securities Act of 1933, as amended); or (iii) to participate in the Offers in any jurisdiction in which it is unlawful to make such an offer or solicitation in such jurisdiction, and such persons are not eligible to participate in or tender any securities pursuant to the Offers. No action has been or will be taken in the United States or any other jurisdiction that would permit the possession, circulation or distribution of this news release, the Offer to Purchase or any other offering material or advertisements in connection with the Offers to (i) any person in the United States; (ii) any U.S. person; (iii) anyone in any other jurisdiction in which such offer or solicitation is not authorized; or (iv) any person to whom it is unlawful to make such offer or solicitation. Accordingly, neither this news release, the Offer to Purchase nor any other offering material or advertisements in connection with the Offers may be distributed or published, in or from the United States or any such other jurisdiction (except in compliance with any applicable rules or regulations of such other jurisdiction). Tenders will not be accepted from any holder located or resident in the United States. In any jurisdiction in which the securities laws require the Offers to be made by a licensed broker or dealer, the Offers will be deemed to have been made on behalf of the Company by the Dealer Managers or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction. This news release is for informational purposes only. This news release is not an offer to purchase or a solicitation of an offer to sell any Debentures or any other securities of BCE, the Company or any of their subsidiaries. Caution Concerning Forward-Looking Statements Certain statements made in this news release are forward-looking statements, including, but not limited to, statements regarding the terms and timing for completion of the Offers. All such forward-looking statements are made pursuant to the "safe harbour" provisions of applicable Canadian securities laws and of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements, by their very nature, are subject to inherent risks and uncertainties and are based on several assumptions, both general and specific, which give rise to the possibility that actual results or events could differ materially from our expectations expressed in or implied by such forward-looking statements. These statements are not guarantees of future performance or events and we caution you against relying on any of these forward-looking statements. The forward-looking statements contained in this news release describe our expectations at the date of this news release and, accordingly, are subject to change after such date. Except as may be required by applicable securities laws, we do not undertake any obligation to update or revise any forward-looking statements contained in this news release, whether as a result of new information, future events or otherwise. Forward-looking statements are provided herein for the purpose of giving information about the proposed Offers referred to above. Readers are cautioned that such information may not be appropriate for other purposes. About Bell Bell is Canada's largest communications company 1, providing advanced broadband Internet, wireless, TV, media and business communication services. Founded in Montréal in 1880, Bell is wholly owned by BCE. To learn more, please visit or Through Bell for Better we are investing to create a better today and a better tomorrow by supporting the social and economic prosperity of our communities. This includes the Bell Let's Talk initiative, which promotes Canadian mental health with national awareness and anti-stigma campaigns like Bell Let's Talk Day and significant Bell funding of community care and access, research and workplace leadership initiatives throughout the country. To learn more, please visit
