Riverstone V reduces Pipestone Energy stake with $53.3M share sell

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By CPE News

CPE News (2.8.2022) – Riverstone V REL CNOR LP has sold 11,719,357 common shares in the capital of Pipestone Energy Corp. (TSX: PIPE) to an unnamed third party accredited investor in a block trade at a cash price of CDN $4.55 per common share for gross proceeds of CDN $53,323,074.35.

On September 23, 2021, Canadian Non-Operated Resources GP Inc. in its capacity as general partner, for an on behalf of Canadian Non-Operated Resources L.P. (CNOR), a significant shareholder of Pipestone, distributed all of the common shares it held, , being 103,750,000 common shares, to its limited partners as a distribution in kind. Based on the closing price of the common shares on TSX on September 24, 2021 of CDN $2.60 per Common Share, being the last trading day prior to the filing of this report, the aggregate value of the distributed shares was CDN $269,750,000

Riverstone V REL CNOR LP received 47,159,714 common shares. Upon closing of the sale, Riverstone V REL CNOR LP will continue to hold 35,440,357 common shares, representing approximately 18.5% of outstanding Pipestone Energy common shares.

Riverstone Pipestone LP, a joint actor of Riverstone V, owns 52,690 convertible preferred shares in the capital of Pipestone Energy, representing 75.27% of the issued and outstanding convertible preferred shares of Pipestone Energy.

Riverstone funds joint will own approximately 54,505.789 common shares on an as-converted basis, continuing to be the largest shareholder ahead of Al Mehwar.

As of part of CNOR distribution, Amwal Investments LLC received 31,439,809 common shares and later transferred the shares Al Mehwar. Amwal Investments LLC is an affiliate of Al Mehwar, indirectly wholly-owned and controlled by Abu Dhabi Investment Council Company, which itself is wholly-owned by Mubadala Investment Company PJSC, an institution of the Government of the Emirate of Abu Dhabi.

Calgary based Pipestone Energy is an oil and gas exploration and production company focused on developing its large contiguous and condensate-rich Montney asset base in the Pipestone area near Grande Prairie.

photo credit: Pipestone Energy

News Release

RIVERSTONE V REL CNOR LP ANNOUNCES SALE OF COMMON SHARES IN PIPESTONE ENERGY CORP.

February 7, 2022 – On February 4, 2022, Riverstone V REL CNOR LP (“Riverstone”) sold 11,719,357 common shares in the capital of Pipestone Energy Corp. (the “Company”) to a third party accredited investor in a block trade at a cash price of CAD$4.55 per common share (the “Sale Transaction”). The total gross proceeds from the Sale Transaction was CAD$53,323,074.35.

The 11,719,357 common shares in the capital of Company sold by Riverstone (the “Subject Shares”) represent approximately 6.1% of the outstanding common shares in the capital of the Company (“Common Shares”) that Riverstone understands to be issued and outstanding as of the date of the Sale Transaction.

Immediately prior to the Sale Transaction, Riverstone owned 47,159,714 Common Shares, representing approximately 24.6% of the Common Shares that Riverstone understands to be issued and outstanding as of the date of Sale Transaction. Following the Sale Transaction, Riverstone owns 35,440,357 Common Shares, representing approximately 18.5% of the Common Shares that Riverstone understands to be issued and outstanding as of the date of Sale Transaction.

The disposition of the Subject Shares by Riverstone was made for investment reasons. Riverstone intends to distribute the proceeds from the Sale Transaction to its investors. Subject to applicable law, Riverstone may, from time to time, acquire additional Common Shares and/or other equity, debt or other securities or instruments of the Company (collectively, “Securities”) in the open market or otherwise, and reserves the right to dispose of any or all of its Securities, including the Common Shares, in the open market or otherwise at any time and from time to time, depending on market conditions, the business and prospects of the
Company and other relevant factors.

The address of the Company is Suite 3700, 888 – 3rd Street S.W., Calgary, Alberta T2P 5C5. The addressof Riverstone is Suite 3400, 100 King Street West, Toronto, Ontario M5X 1A4.

This press release is issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues, which also requires a report to be filed with regulatory authorities in each of the jurisdictions in which the Company is a reporting issuer containing information with respect to the foregoing matters (the “Early Warning Report”). A copy of the Early Warning Report will appear with the Company’s documents on the System for Electronic Document Analysis and Retrieval at www.sedar.com.

For further information or to obtain a copy of the Early Warning Report, please contact:
Riverstone Holdings LLC
712 Fifth Avenue, 36th Floor
New York, New York 10019
(212) 993-0076
Attention: Bartow Jones