Source Rock Royalties Files Final Prospectus for Upsized Initial Public Offering

February 24, 2022 3:12 PM EST | Source: Source Rock Royalties Ltd.

Calgary, Alberta--(Newsfile Corp. - February 24, 2022) - Source Rock Royalties Ltd. ("Source Rock") announces that it has filed, and obtained a receipt for, a final long-form prospectus dated February 23, 2022 (the "Final Prospectus") with the securities regulatory authorities in each of the provinces of Canada (except Quebec) for an initial public offering (the "Offering") of 13,334,000 units (each a "Unit" and collectively, "Units") of Source Rock at a price of $0.90 per Unit (the "Offering Price"), for aggregate gross proceeds of $12,000,600. Source Rock has also granted the Underwriters (as defined below) with an over-allotment option to purchase up to an additional 2,000,100 Units at the Offering Price (the "Over-Allotment Option"), exercisable in whole or in part, at any time on or before the date that is 30 days following the closing of the Offering (the "Closing Date"). If the Over-Allotment Option is exercised in full, Source Rock will receive additional gross proceeds of $1,800,090.

Each Unit consists of one common share of Source Rock (the "Common Shares") and one-half of one common share purchase warrant (collectively the full warrants being, the "Warrants") at an exercise price of $1.25 for a period of 24 months from the Closing Date.

The Offering is being completed by a syndicate of underwriters co-led by PI Financial Corp. (as Sole Bookrunner) and Acumen Capital Finance Partners Limited, together with Haywood Securities Inc., Canaccord Genuity Corp. and ATB Capital Markets Inc. (collectively, the "Underwriters").

The net proceeds from the Offering will be used by Source Rock to acquire additional oil and gas royalties in the Western Canadian Sedimentary Basin.

The closing of the Offering is expected to occur on or about March 1, 2022, subject to customary closing conditions and the receipt of all necessary regulatory approvals. Source Rock has received conditional approval of the TSX Venture Exchange (the "TSX-V") for the listing of the Common Shares and the Warrants. Listing remains subject to Source Rock fulfilling customary TSX-V requirements. The Common Shares and the Warrants are expected to commence trading on the TSX-V under the symbols "SRR" and "SRR.WT", respectively, on or about March 2, 2022.

A copy of the Final Prospectus may be obtained from the Underwriters and is available under Source Rock's profile on SEDAR at www.sedar.com.

The securities under the Offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or the securities laws of any state of the United States. Accordingly, the securities may not be offered, sold or delivered, directly or indirectly, within the United States or to, or for the account or benefit of, U.S. Persons (as such term is defined in Regulation S under the U.S. Securities Act), unless being done so pursuant to exemptions from the registration requirements of the U.S. Securities Act and applicable state securities laws. There will be no public offering of securities in the United States. This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities of Source Rock in the United States or any jurisdiction in which such offer, solicitation or sale would be unlawful.

No securities regulatory authority has either approved or disapproved of the contents of this news release.

About Source Rock Royalties Ltd.

Source Rock is a pure-play oil and gas royalty company with an existing, light oil focused portfolio of royalty interests concentrated in southeast Saskatchewan, east-central Alberta, west-central Alberta and west-central Saskatchewan. Source Rock targets a balanced growth and yield business model, using funds from operations to pursue accretive royalty acquisitions and to pay dividends. By leveraging its niche industry relationships, Source Rock identifies and acquires both existing royalty interests and newly created royalties through collaboration with industry partners. Source Rock's strategy is premised on maintaining a low-cost corporate structure and achieving a sustainable and scalable business, measured by growing funds from operations per share and maintaining a strong netback on its royalty production.

For more information about Source Rock, visit www.sourcerockroyalties.com or contact Brad Docherty, Chairman, President & CEO at brad@sourcerockroyalties.com.

Forward-Looking Statements

This news release includes forward-looking statements and forward-looking information within the meaning of Canadian securities laws. Often, but not always, forward-looking information can be identified by the use of words such as "plans", "is expected", "expects", "scheduled", "intends", "contemplates", "anticipates", "believes", "proposes" or variations (including negative and grammatical variations) of such words and phrases, or state that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved. Forward-looking statements in this news release include statements regarding the closing of the Offering and satisfaction of related closing conditions, the ability for Source Rock to obtain final TSX-V approval, the potential exercise by the Underwriters of the Over-Allotment Option, the use of proceeds, and the listing of the Common Shares on the TSX-V. Such statements and information are based on the current expectations of Source Rock's management and are based on assumptions and subject to risks and uncertainties. Although Source Rock's management believes that the assumptions underlying these statements and information are reasonable, they may prove to be incorrect. The forward-looking events and circumstances discussed in this news release may not occur by certain dates or at all and could differ materially as a result of known and unknown risk factors and uncertainties affecting Source Rock, including the risk factors set forth in Source Rock' s final prospectus under the heading "Risk Factors". Although Source Rock has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements and information, there may be other factors that cause actions, events or results to differ from those anticipated, estimated or intended. No forward-looking statement or information can be guaranteed. Except as required by applicable securities laws, forward-looking statements and information speak only as of the date on which they are made and Source Rock undertakes no obligation to publicly update or revise any forward-looking statement or information, whether as a result of new information, future events or otherwise.

Not for distribution to U.S. news wire services or dissemination in the U.S.

To view the source version of this press release, please visit https://www.newsfilecorp.com/release/114747

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