IPC announces strategic acquisition to more than triple production and reserves

IPC announces strategic acquisition to more than triple production and reserves

September 25, 2017

Agreement signed to acquire Suffield and Alderson oil and gas assets in Alberta, Canada

International Petroleum Corporation (“IPC” or the “Corporation”) (TSX, Nasdaq First North: IPCO) is pleased to announce that a wholly-owned subsidiary of IPC has entered into an agreement with Cenovus Energy Inc. (“Cenovus”) to acquire all of Cenovus’ interests in the conventional oil and natural gas assets in the Suffield and Alderson areas of southern Alberta, Canada (the “Acquisition”). The purchase consideration for the Acquisition is CAD 512 million(1), subject to closing adjustments and to certain additional contingent consideration, and is expected to be fully funded by IPC through debt financing. All amounts are in Canadian dollars unless otherwise noted.

Mike Nicholson, CEO comments: “We are very excited to enter into this transformational acquisition of high quality operated assets only five months after the launch of IPC. The Suffield and Alderson assets have been operated safely and efficiently by Cenovus and we are pleased to have reached this agreement to acquire these conventional producing assets as Cenovus focuses on its oil sands and Deep Basin assets. This acquisition fits perfectly with IPC’s strategy of leveraging our existing producing asset base as a platform for value accretive acquisitions of long-life, low-decline producing assets in stable jurisdictions with upside development potential.”

The Suffield and Alderson oil and natural gas assets are held over a large, contiguous land position of 800,000 net acres of shallow natural gas rights and 100,000 net acres of oil rights in southern Alberta. IPC has agreed to acquire 100% operatorship (98.8% working interest) in the oil and natural gas assets which are forecast to produce an average of approximately 6,900 barrels of oil per day (bopd) and approximately 102 million standard cubic feet of natural gas per day during 2017, for a total average of approximately 24,000 barrels of oil equivalent per day (boepd). These producing fields have low production costs and significant future development potential from a combination of low risk development drilling, well stimulation and enhanced oil recovery (EOR) opportunities, which have not been undertaken for a number of years due to Cenovus’ capital allocation priorities.

In conjunction with the Acquisition, IPC has received commitments from BMO Capital Markets for new credit facilities of CAD 325 million in respect of the Suffield and Alderson assets and for an increased reserve-based lending facility of USD 200 million in respect to IPC’s existing international assets.

The Acquisition remains subject to regulatory approvals and is expected to be completed in the fourth quarter of 2017. IPC has also agreed to certain contingent purchase price payments to Cenovus, which may become payable based on increased average oil and natural gas prices during 2018 and 2019. Under the terms of the agreement, IPC will make payments to Cenovus for each month in which the average daily price of West Texas Intermediate (WTI) is above USD 55 per barrel (bbl) or natural gas prices at the Henry Hub are above USD 3.50 per million British thermal units (MMBtu). These payments are capped for each commodity, with a maximum combined payment of CAD 36 million in aggregate.


Strategic Rationales

The Acquisition is consistent with IPC management’s strategy for the Corporation to be a leading independent oil and gas company focused on production of high quality assets in stable jurisdictions around the world.

· Stable low-decline production and positive cash flow in a favourable fiscal regime: The Acquisition represents the entry of IPC into Canada and consists of stable long-life oil and natural gas production:
– 2017 average forecast production of approximately 24,000 boepd
– Proved plus probable (2P) gross reserve to production life index (RLI) of 11.4 years(2)(3) which is accretive to IPC’s RLI of 8.1 years as at 31 December 2016
– Net operating income of CAD 96 million for 2016 (CAD 319 million in 2014 when commodity prices were higher, demonstrating strong leverage to commodity price upside)
– The effective tax rate is favourable with a forecast rate at approximately 23%

· Gross 2P reserves as at January 1, 2018 of 99.6 million barrels of oil equivalent (mmboe) and best estimate contingent resources of 46.1 mmboe. (2)(3)
– 26.5Mboe gross 2P reserves of oil and liquids, and 73.1 mmboe (or 438 billion standard cubic feet) gross 2P reserves of natural gas

· Attractive Acquisition Metrics:
– CAD 4.80 per boe of gross 2P reserves (2)(3); USD 4.00 per boe of gross 2P reserves (based on an exchange rate of CAD 1.20 to USD 1.00)
– CAD 21,300 per boepd of estimated 2017 production(2)

· Low cost operations:
– Forecast 2017 production costs of less than CAD 10.00 per boe

· Pro forma IPC group leverage (net debt to EBITDA) is expected to remain below 2.5 times at 2017 year end. (4)

· Control over HSE, development and investment: The Acquisition provides IPC with operatorship and control of the operations and production with almost 100% working interest.

· Self-funded low-risk development upside: The Acquisition provides IPC with access to positive cash flow and to development opportunities which could increase production and reserves. These development projects have not have been pursued due to Cenovus’ capital allocation priorities.

· Access to full organisation available with local knowledge and operating capability: Certain Cenovus operating and asset management personnel are expected to transition into IPC allowing a smooth integration, providing IPC with the ability to leverage the depth of knowledge and understanding of the assets to achieve IPC’s growth objectives.


Asset Description

The Suffield and Alderson assets have been operated by Cenovus and its predecessors for more than 40 years. The oil is produced using conventional recovery methods via water drive with pumped multi-lateral horizontal wells. The production is collected in a network of pipelines and transported to a central processing facility.

Management of IPC believes that the oil upside relates to low risk development drilling. There is also low risk upside in ASP (Alkaline-Surfactant-Polymer) flood expansion. This process has been demonstrated to work in two fields, and IPC’s plan is to extend into a third field which is near the existing infrastructure.

Sweet natural gas production in Suffield and Alderson is via shallow wells producing from multiple formations. The wells produce into a network of natural gas pipelines with a number of compressor stations. IPC believes that the production is low maintenance with optimization potential.

Cenovus is a strong and capable operator, with established maintenance routines and rigorous HSE procedures. IPC is pleased that arrangements are being made to transition certain Cenovus employees who have the experience in managing and operating these assets across to IPC.

The Suffield and Alderson assets are low cost: less than CAD 10.00 per boe production costs are forecast in 2017; approximately CAD 1 million per well on average for oil development drilling and approximately CAD 200,000 per well on average for gas development drilling, including completion. No oil wells have been drilled since 2014 and no gas wells have been drilled since 2010 due to Cenovus’ capital allocation priorities.


Financing of the Acquisition

IPC will finance the Acquisition through its existing cash resources and operating cash flows as well as draws on its existing and new reserve-based lending facilities. Concurrent with the Acquisition, IPC expects to increase its existing reserve-based lending facility of USD 100 million to USD 200 million and IPC will add new acquisition credit facilities of CAD 325 million. The combination of the high quality of the Suffield and Alderson assets, as well as the existing relationships that IPC has developed with its banks, including BMO Capital Markets, facilitated this financing.

Notes:
(1) CAD 12 million will be payable at end June 2018.

(2) Assumes 2017 average forecast production of approximately 24,000 boepd and forecast year end 2017 gross 2P reserves of 99.6 mmboe. The forecast year end 2017 gross 2P reserves are based upon the assessment by McDaniel & Associates Consultants Ltd. (McDaniel) effective September 1, 2017 with reserves volumes calculated from an economic reference date of December 31, 2017. The ratio does not include any contingent purchase price payment that may become payable by IPC to Cenovus.

(3) Reserves estimates and best estimate contingent resource estimates are based on the evaluation of the Suffield and Alderson assets as at September 1, 2017 reported from an economic reference date of December 31, 2017 prepared by McDaniel, an independent qualified reserve evaluator, in accordance with National Instrument 51-101 (NI 51-101) and the Canadian Oil and Gas Evaluation Handbook (the COGE Handbook), and using McDaniel’s July 1, 2017 price forecasts. The ratio of CAD 4.80 per boe has been estimated by IPC based upon the purchase price, not including any contingent purchase price payment, divided by the sum of estimated reserves remaining at January 1, 2018 and estimated produced oil and gas from the effective date of the Acquisition through to year end 2017.

(4) Based on IPC management’s projection of debt outstanding under IPC’s credit facilities, on IPC management’s projection of EBITDA for existing assets and on information provided by Cenovus to date, for the full calendar year 2017.

 

Audiocast Today: 3:00 p.m. CEST, 9:00 a.m. EST

An audiocast will be held today, September 25, 2017, starting at 3:00 p.m. CEST, 9:00 a.m. EST. Mike Nicholson, CEO and Christophe Nerguararian, CFO will discuss the Acquisition.

Dial in number(s) for participants are:
Canada/US: +1 855 269 2605?
UK: +44 20 3194 0550?
Sweden: +46 85 199 93 55

A presentation related to the Acquisition will be available in connection with the audiocast on IPC’s website at www.international-petroleum.com.

Link to Audiocast- September 25, 3.00 pm CEST, 9.00 am EST

 

 

International Petroleum Corp. (IPC) is an international oil and gas exploration and production company with a high quality portfolio of assets located in Europe and South East Asia, providing a solid foundation for organic and inorganic growth. IPC is a member of the Lundin Group of Companies. IPC is incorporated in Canada and IPC’s shares are listed on the Toronto Stock Exchange (TSX) and the Nasdaq First North Exchange (Stockholm) under the symbol “IPCO”. Pareto Securities AB is the Corporation’s Certified Adviser on Nasdaq First North.

For further information, please contact:

Rebecca Gordon
VP Corporate Planning and Investor Relations
rebecca.gordon@international-petroleum.com
Tel: +41 22 595 10 50

or

Robert Eriksson
Media Manager
reriksson@rive6.ch
Tel: +46 701 11 26 15

IPC 2017 second quarter financial results

IPC 2017 second quarter financial results

August 8, 2017

International Petroleum Corporation (“IPC” or the “Corporation”) (TSX, Nasdaq First North: IPCO), today released its financial and operating results and related management’s discussion and analysis (“MD&A”) for the three and six months ended June 30, 2017.

Mike Nicholson, IPC’s Chief Executive Officer, commented,
“Since launching on April 24, 2017 in Canada and Sweden, we have been focused on delivering operational excellence, demonstrating financial resilience in a low oil price environment, maximizing the value of our resource base and assessing acquisition opportunities.

Delivering Operational Excellence
During the first half of 2017, we have had good performance from all of our assets with production of 11,100 barrels of oil equivalent per day (boepd) coming in 4% ahead of our mid-point guidance. The Bertam FPSO maintained an exceptional uptime performance of above 99% and I am confident that we will deliver our full year production guidance of 9,000 to 11,000 boepd.

Financial resilience in a low oil price environment
I am very pleased with the strong operating cash flow generation in the first half of 2017 of USD 72.3 million of operating cash flow. This was ahead of forecast on the back of better delivery against our operating cost forecast, leading us to revise downwards our full year operating cost guidance to USD 17.20 per barrel of oil equivalent (boe).
Having completed the share purchase offer during the second quarter, our strong cash flow generation has allowed us to reduce our net debt to USD 35.3 million, putting IPC in a very strong financial position.

Maximizing the value of our resource base
I am particularly pleased that we are able to report a significant contingent resource base following recent technical work undertaken by our teams in France and Malaysia. Our best estimate contingent resource base stands at 17.5 million boe (MMboe) as at June 30, 2017 or 60% of our 2P reserve base as at December 31, 2016. I believe that we can add significant value to our existing assets through a renewed focus on organic growth.

I am also pleased to report that we have already moved forward with plans to develop these contingent resources. We have approved the drilling of two additional infill wells on the Bertam field in Malaysia during the fourth quarter of this year subject to finalising partner approval and securing rig capacity. These infill wells are expected to generate significant returns for shareholders with a breakeven oil price at below USD 20 per boe and to pay back in around eight months on the current forward oil price curve.

From a production perspective, contribution from these infill wells is expected to enable IPC to offset the natural decline from our assets as we move into 2018.

We have also approved our first ever large-scale 3D seismic acquisition on one of our largest producing fields in the Paris Basin, the Villeperdue field, targeting the low risk development of 4.1 MMboe of best estimate contingent resources and allowing us to better define the structure of the Villeperdue Deep prospect. The actions we have taken since IPC was created have positioned us to potentially convert up to one-third of our contingent resource base into reserves and value.

Acquisition opportunities
On the acquisitions side, we have been very active since our launch, reviewing a number of opportunities. I do believe that we sit at an optimal time in the industry cycle and feel confident that we can identify a transaction that fits IPC’s strategy within the next six to twelve months. Our focus is on diversifying our production and cash flow base and acquiring a quality asset that we believe will grow materially in value through time. We have a broad geographical remit and are looking at assets in the production and/or development stage so that we can apply leverage using conservative bank lending parameters and thus minimize any dilution to our shareholders.”

Financial and Operational Highlights for the six months ended June 30, 2017 (reporting period)
·  Total average production of 10,600 boepd net for the second quarter of 2017, 4% above mid-point guidance for that quarter and also for year to date production.
·  In excess of 99% average facilities uptime on the Bertam field during the reporting period.
·  Operating costs below guidance with USD 14.40 per boe  for the second quarter of 2017 and USD 13.30 per boe for the reporting period. Guidance for the full year 2017 revised down to USD 17.20 per boe.
·  Bertam field scheduled shutdown completed as planned.
·  Two new Bertam infill wells targeting 2.3 MMboe gross best estimate contingent resources expected to be drilled in Q4 2017.
·  Capital expenditure guidance revised to USD 38 million following the approval of the Bertam infill wells and the 3D seismic program in France.
·  Best estimate contingent resources base assessed by IPC at 17.5 MMboe as at June 30, 2017.
·  USD 100 million senior secured revolving borrowing base facility entered into on April 20, 2017, which was initially drawn to USD 80 million.  Net debt at the end of the quarter was USD 35.3 million.
·  No material incidents in the quarter in relation to health, safety and the environment.

Three months endedSix months ended
US$ ThousandsQ2 2017Q2 2016Q2 2017Q2 2016
Revenue48,49655,568100,428101,790
Operating cash flow32,64442,74672,31971,930
Net result7,11326,95411,574(24,145)

 



 

Link to Webcast- August 8, 09.00 CEST

International Petroleum Corp. (IPC) is a new international oil and gas exploration and production company with a high quality portfolio of assets located in Europe and South East Asia, providing a solid foundation for organic and inorganic growth. IPC is a member of the Lundin Group of Companies. IPC is incorporated in Canada and IPC’s shares are listed on the Toronto Stock Exchange (TSX) and the Nasdaq First North Exchange (Stockholm) under the symbol “IPCO”. Pareto Securities AB is the Corporation’s Certified Adviser on Nasdaq First North.

For further information, please contact:

Rebecca Gordon
VP Corporate Planning and Investor Relations
rebecca.gordon@international-petroleum.com
Tel: +41 22 595 10 50

or

Robert Eriksson
Media Manager
reriksson@rive6.ch
Tel: +46 701 11 26 15

This information is information that International Petroleum Corporation is required to make public pursuant to the EU Market Abuse Regulation and the Securities Markets Act. The information was submitted for publication, through the contact persons set out above, at 07.30 CEST on August 8, 2017. The Company’s interim consolidated carve-out financial statements, notes to the financial statements and management’s discussion and analysis have been filed on SEDAR (www.sedar.com) and are also available on the Company’s website (www.international-petroleum.com).

IPC to release second quarter report 2017 on 8 August 2017

IPC to release second quarter report 2017 on 8 August 2017

August 3, 2017

International Petroleum Corporation (TSX, Nasdaq First North: IPCO) will publish its financial and operating results and related management’s discussion and analysis for the three and six months ended June 30, 2017, on Tuesday August 8, 2017 at 07:30 CEST, followed by a live webcast at 09:00 CEST.

Listen to Mike Nicholson, CEO, and Christophe Nerguararian, CFO, commenting on the report and the latest developments from International Petroleum Corporation.

Follow the presentation live on www.international-petroleum.com.

You can also dial in to listen to the presentation on the following telephone numbers:

Sweden:     +46 8 519 993 55
UK:             +44 203 194 05 50
Canada/International Toll Free:     +1 855 269 26 05

Link to Webcast

 

International Petroleum Corp. (IPC) is a new international oil and gas exploration and production company with a high quality portfolio of assets located in Europe and South East Asia, providing a solid foundation for organic and inorganic growth. IPC is a member of the Lundin Group of Companies. IPC’s shares are listed on the Toronto Stock Exchange (TSX) and the Nasdaq First North Exchange (Stockholm) under the symbol “IPCO”. Pareto Securities AB is the Corporation’s Certified Adviser on Nasdaq First North.

For further information, please contact:

Rebecca Gordon
VP Corporate Planning and Investor Relations
rebecca.gordon@international-petroleum.com
Tel: +41 22 595 10 50

or

Robert Eriksson
Media Manager
reriksson@rive6.ch
Tel: +46 701 11 26 15

IPC announces results of offer to purchase common shares

IPC announces results of offer to purchase common shares

24 May 2017

International Petroleum Corporation (“IPC” or the “Corporation”) (TSX, Nasdaq First North: IPCO) announced today that an aggregate of 25,540,302 common shares of IPC (the “Deposited Shares”) were tendered and will be purchased by IPC’s wholly-owned subsidiary, Lundin Petroleum BV (“LPBV”), in connection with the offer announced on 24 April 2017 (the “Offer”). The Deposited Shares include 22,805,892 common shares of IPC held by Statoil ASA (“Statoil”) following the spin-off of all common shares of IPC (“Common Shares”) by Lundin Petroleum AB.

The offered consideration by LPBV in the Offer is C$4.77 per Deposited Share for Common Shares held through The Canadian Depository for Securities Ltd. (“CDS”) and a corresponding amount in Swedish Krona to be determined shortly, for Common Shares held through Euroclear Sweden AB (“Euroclear”). The corresponding amount in Swedish Krona to C$4.77 will be determined on or around 5 June 2017 at the available market rate for Pareto Securities AB, the Swedish issuing agent. Should any tendering shareholders with Common Shares held through Euroclear have any questions regarding the payment through Euroclear, they may contact Pareto Securities by phone +46 8 402 51 40 or e-mail issueservice.se@paretosec.com.

The estimated aggregate consideration to be paid by LPBV for the Deposited Shares is expected to be approximately C$121.8 million, or approximately US$90.2 million, which is less than the US$100 million limit of the Offer and therefore there will be no pro rata reduction of the Common Shares tendered in the Offer.

LPBV is expected to pay for Deposited Shares held through CDS on or around 2 June 2017 and, promptly following such date, payment will be made for Deposited Shares held through Euroclear.

In order to finance the Offer, LPBV will draw under the reserve-based lending facility entered into with a syndicate of banks led by BNP Paribas, Australia and New Zealand Banking Group (ANZ), BMO Capital Markets and ScotiaBank Europe.

Mike Nicholson, CEO of IPC, comments: “I am very pleased that the majority of our shareholders have decided to retain their investment in IPC, recognising that this is a great platform to build a new independent upstream company at an optimal point in the cycle.”

Following the purchase of the Deposited Shares by LPBV, the total number of issued and outstanding Common Shares, excluding the Deposited Shares held by LPBV, a subsidiary of the Corporation, is expected to be 87,921,846.  Nemesia S.à.r.l., an investment company wholly owned by a Lundin family trust, is expected at that time to hold approximately 33% of the total number of Common Shares, excluding the Deposited Shares held by LPBV. The voting rights attached to the Deposited Shares to be held by LPBV will either not be exercised or such Common Shares will be cancelled as a result of a post-Offer internal reorganization.

 

International Petroleum Corp. (IPC) is a new international oil and gas exploration and production company with a high quality portfolio of assets located in Europe and South East Asia, providing a solid foundation for organic and inorganic growth. IPC is a member of the Lundin Group of Companies. IPC is incorporated in Canada and IPC’s shares are listed on the Toronto Stock Exchange (TSX) and the Nasdaq First North Exchange (Stockholm) under the symbol “IPCO”. Pareto Securities AB is the Corporation’s Certified Adviser on Nasdaq First North.

For further information, please contact:

Rebecca Gordon
VP Corporate Planning and Investor Relations
rebecca.gordon@international-petroleum.com
Tel: +41 22 595 10 50

or

Robert Eriksson
Media Manager
reriksson@rive6.ch
Tel: +46 701 11 26 15

This information is information that International Petroleum Corporation is required to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the contact persons set out above, at 08.30 CEST on 24 May 2017.

IPC 2017 first quarter financial results

IPC 2017 first quarter financial results

9 May 2017

International Petroleum Corporation (“IPC” or the “Corporation”) (TSX, Nasdaq First North: IPCO), today released its financial and operating results and related management’s discussion and analysis (“MD&A”) for the first quarter ending March 31, 2017. 

As previously announced, the spin-off by Lundin Petroleum AB of its non-Norwegian producing assets into IPC was completed and on April 24, 2017, all of the common shares of IPC were distributed to the shareholders of Lundin Petroleum.  The common shares of IPC commenced trading that day on the Toronto Stock Exchange and Nasdaq First North. The Corporation intends to seek the listing of its common shares on the Nasdaq Stockholm early in the second half of 2017, subject to fulfilling the requirements of Nasdaq Stockholm.

Management Comment

Mike Nicholson, IPC’s Chief Executive Officer, commented,

“I am pleased with IPC’s strong first quarter performance, with production of 11,500 boepd coming in ahead of our mid-point guidance. This was driven by continued high uptime performance on the Bertam FPSO and good performance in France and the Netherlands. I firmly believe we can add further value to our assets in France and Malaysia by actively pursuing organic growth opportunities in France and infill drilling in Malaysia. We expect to be able to provide more information on progressing these opportunities in our second quarter results. In addition, we are busy evaluating a number of potential acquisition opportunities and we remain encouraged by the quality of the assets we are seeing on the market.

Our shareholders who received their IPC common shares in the spin-off have been well rewarded under Lundin Petroleum.  While the offer was announced to purchase a portion of common shares of IPC and Statoil have agreed to tender their shares into that offer, I hope you will join me, my experienced management team and our Board as we seek to use this excellent platform to grow a new internationally focused upstream exploration and production company”

Financial and Operational Highlights

· Quarterly production averaged 11,511 barrels of oil equivalent per day (boepd), above the mid-point guidance for the same period.  IPC production guidance for 2017 remains unchanged at 9,000 boepd to 11,000 boepd for the full year.
· Facilities uptime on the Bertam FPSO in Malaysia was in excess of 99%, well above industry average and all assets have performed well.
· Total revenue was USD 51.9 million in Q1 2017 with an average realised crude oil sales price of USD 54.87/bbl which is a premium to the average Brent price over the quarter.
· Production costs (excluding inventory movements and FPSO costs) amounted to USD 12.8 million, an average of USD 12.33/boe for the quarter, below IPC production cost guidance for Q1 2017.
· IPC generated strong cash flow from operations in Q1 2017 at USD 39.2 million, well above the USD 28.2 million from Q1 2016.
· Subsequent to the end of the first quarter, IPC entered into a 2.25 year, USD 100 million reserve-based lending facility, which will be used to finance the share purchase offer.

US$ ThousandsQ1 2017Q1 2016
Revenue51,93246,222
Cash flow generated from operations39,23728,198
Net result attributable to shareholders of the Parent Company4,456(51,096)

 



 

International Petroleum Corp. (IPC) is a new international oil and gas exploration and production company with a high quality portfolio of assets located in Europe and South East Asia, providing a solid foundation for organic and inorganic growth. IPC is a member of the Lundin Group of Companies. IPC is incorporated in Canada and IPC’s shares are listed on the Toronto Stock Exchange (TSX) and the Nasdaq First North Exchange (Stockholm) under the symbol “IPCO”. Pareto Securities AB is the Corporation’s Certified Adviser on Nasdaq First North.

For further information, please contact:

Rebecca Gordon
VP Corporate Planning and Investor Relations
rebecca.gordon@international-petroleum.com
Tel: +41 22 595 10 50

or

Robert Eriksson
Media Manager
reriksson@rive6.ch
Tel: +46 701 11 26 15

This information is information that International Petroleum Corporation is required to make public pursuant to the EU Market Abuse Regulation and the Securities Markets Act. The information was submitted for publication, through the contact persons set out above, at 08.30 CEST on 9 May 2017. The Company’s interim consolidated carve-out financial statements, notes to the financial statements and management’s discussion and analysis have been filed on SEDAR (www.sedar.com) and are also available on the Company’s website (www.international-petroleum.com).

IPC announces launch of offer to purchase up to US$100 million of common shares

IPC announces launch of offer to purchase up to US$100 million of common shares

21 April 2017

International Petroleum Corp. (“IPC” or the “Corporation”) (TSX, Nasdaq First North: IPCO) announced today that, as disclosed in its non-offering long form prospectus dated 17 April 2017, its wholly-owned subsidiary, Lundin Petroleum BV (“LPBV”), has launched an offer to purchase up to US$100 million of IPC’s common shares (“Common Shares”) for consideration of C$4.77 per Common Share (or the corresponding amount in SEK to be determined promptly following completion of the offer) (the “Offer”).

For Common Shares held through Euroclear Sweden AB (“Euroclear”), the acceptance period for the Offer will commence on 25 April 2017 and expire at 3:00 p.m. (CET) on 16 May 2017 (the “Euroclear Acceptance Period”). For Common Shares held through The Canadian Depository for Securities Ltd. (“CDS”), the acceptance period for the Offer will commence on 24 April 2017 and expire at 5:00 p.m. (Eastern time) on 23 May 2017 (the “CDS Acceptance Period”). The reason for the differences between the Euroclear Acceptance Period and the CDS Acceptance Period is that due to time differences between Sweden and Canada and the technical systems and intermediary parties connecting Euroclear with CDS, it is necessary to have a longer acceptance period in the Canadian system maintained by CDS in comparison with the Swedish system maintained by Euroclear.

During the Euroclear Acceptance Period and the CDS Acceptance Period, holders of Common Shares held through Euroclear and CDS, respectively, may tender all, but not less than all, of their Common Shares to the Offer. If the value of the Common Shares tendered to the Offer is in excess of US$100 million, the Common Shares taken up under the Offer will be taken up on a pro rata basis among those tendering. The Offer will not be conditional upon any minimum number of Common Shares being tendered.

The offered consideration by LPBV in the Offer is C$4.77 per Common Share for Common Shares held through CDS and the corresponding amount in SEK as at a date promptly following completion of the Offer, for Common Shares held through Euroclear. The final consideration amount in SEK for each Common Share will therefore not be determined until after the completion of the Offer.

A shareholder information document containing more details regarding the Offer and how to tender Common Shares will be distributed to participants of CDS on 24 April 2017 through CDS’ online tendering system, CDSX.  No information will be distributed directly to shareholders of IPC through Euroclear or otherwise. The information document, which is available in both English and Swedish language versions, is also available on the Corporation’s website and will be available through IPC’s profile on SEDAR at www.sedar.com.

The acceptance form in both English and Swedish language versions is available on the Corporation’s website and the shareholder information document and acceptance form can also be obtained from Pareto Securities by calling +46 8 402 51 40 or by sending an e-mail to issueservice.se@paretosec.com.

Expected timetable for the Offer:

24 April 2017    Launch date of Offer
24 April 2017 – 23 May 2017    Acceptance period for Common Shares held through CDS
25 April 2017 – 16 May 2017    Acceptance period for Common Shares held through Euroclear
16 May 2017      Deadline to submit acceptance forms to Pareto Securities for Common Shares held through Euroclear
23 May 2017      Deadline for book-entry delivery of Common Shares held through CDS via CDSX
26 May 2017      Announcement of outcome of the Offer
2 June 2017       Estimated payment date for Common Shares held through CDS
Promptly following the payment date for Common Shares held through CDS    Payment for Common Shares held through Euroclear

Questions regarding the Offer for Common Shares registered in the system maintained by Euroclear will be answered by Pareto Securities at the following telephone number +46 8 402 51 40 during normal office hours in Sweden until the Offer has been completed. Questions regarding the Offer for Common Shares registered in the system maintained by CDS will be answered by Computershare Trust Company of Canada at the following telephone number +1 800 564 6253 or +1 514 982 7555 during normal office hours in Canada until the Offer has been completed.

Management of the Corporation believes that the proposed Offer provides all shareholders of the Corporation with the equal opportunity to assess whether they wish to hold or dispose of Common Shares during the Offer period, recognizing that the strategic and investment goals of some shareholders of Lundin Petroleum AB (who became shareholders of the Corporation immediately following the spin-off of the Common Shares completed earlier today) may or may not correspond to the Corporation’s assets and proposed strategy.

IPC has been advised by Statoil ASA (“Statoil”) that it intends to tender its Common Shares to the Offer. The Corporation has also been advised that Nemesia Sàrl, an investment company related to the Lundin family (“Nemesia”), along with Landor Participations Inc., another investment company related to a member of the Lundin family, and members of IPC’s Board and management, do not intend to tender to the Offer.

In addition, the Corporation understands that Statoil and Nemesia have entered into an agreement pursuant to which, following the expiry of the Offer, Nemesia will acquire any Common Shares held by Statoil that have not been acquired by LPBV in the Offer.

In order to finance the Offer, certain IPC subsidiaries, including LPBV, have entered into a reserve-based lending facility with a syndicate of banks led by BNP Paribas, Australia and New Zealand Banking Group (ANZ), BMO Capital Markets and ScotiaBank Europe. US$100 million will be available to LPBV under the reserve-based lending facility to finance the Offer.

International Petroleum Corp. (IPC) is a new international oil and gas exploration and production company with a high quality portfolio of assets located in Europe and South East Asia, providing a solid foundation for organic and inorganic growth. IPC is a member of the Lundin Group of Companies. IPC is incorporated in Canada and IPC’s shares are listed on the Toronto Stock Exchange (TSX) and the Nasdaq First North Exchange (Stockholm) under the symbol “IPCO”. Pareto Securities AB is the Corporation’s Certified Adviser on Nasdaq First North.

For further information, please contact:

Rebecca Gordon
VP Corporate Planning and Investor Relations
rebecca.gordon@international-petroleum.com
Tel: +41 22 595 10 50

or

Robert Eriksson
Media Manager
reriksson@rive6.ch
Tel: +46 701 11 26 15

Important information
The Offer described in this press release is not being made to persons whose participation in the Offer (i) requires additional disclosure of information or registration or other measures in addition to those required under Swedish, U.S. or Canadian law or (ii) would result in a breach of applicable law or regulation. It is the duty of each person to observe restrictions resulting from foreign legislation. This press release, the offer document and any other documentation relating to the Offer are not being distributed and must not be mailed or otherwise distributed or sent in or into any country in which distribution or offering would require any such additional measures to be taken or would be in conflict with any law or regulation in such country. Any purported acceptance of the Offer resulting directly or indirectly from a violation of these restrictions may be disregarded.

This press release is not a prospectus or an offer document (Sw. erbjudandehandling) in accordance with Swedish take-over rules and regulations. The Offer described in this press release does not constitute a takeover offer. This was confirmed in a statement issued by the Swedish Securities Council (AMN 2017:11), according to which the Offer described in this press release is to be considered a repurchase offer solely for purposes of Swedish rules and regulations and does not constitute a takeover offer.

IPC announces completion of the spin-off and listing on TSX and Nasdaq First North

IPC announces completion of the spin-off and listing on TSX and Nasdaq First North

21 April 2017

International Petroleum Corporation (“IPC” or the “Corporation”) (TSX, Nasdaq First North: IPCO) is pleased to announce that it has received approval to list its common shares (the “Common Shares”) on the Toronto Stock Exchange (the “TSX”) and on the Nasdaq First North exchange (“Nasdaq First North”).

Trading on the TSX and on Nasdaq First North is expected to begin at market open in Toronto and Stockholm today 24 April 2017. The Common Shares will trade under the symbol “IPCO” on both the TSX and Nasdaq First North.

IPC was incorporated to acquire all of the oil and gas exploration and production properties and related assets of Lundin Petroleum AB (“Lundin Petroleum”) located in Malaysia, France and the Netherlands.  IPC acquired these assets through a series of reorganization transactions (the “Reorganization”) which are summarized in a non-offering long form prospectus of IPC dated 17 April 2017 (the “Final Prospectus”), filed with the Alberta Securities Commission on the same date. The Reorganization was completed on 7 April 2017.

Prior to opening of trading on Nasdaq First North, Lundin Petroleum distributed all of the Common Shares on a pro rata basis to Lundin Petroleum shareholders of record as of close of business in Stockholm on 20 April 2017 (“Record Date”) and such holders of Lundin Petroleum shares will receive one Common Share for every three shares of Lundin Petroleum held as of the Record Date (the “Spin-Off”).

IPC plans to initially list its shares on Nasdaq First North, with an intention to move to the Nasdaq Stockholm, subject to IPC fulfilling the requirements of Nasdaq Stockholm.

Mike Nicholson, CEO of IPC, comments: “I am very pleased to be leading the launch of this exciting new Lundin Group growth company.  Starting at a favourable point in the cycle, we are fortunate to begin with a solid asset base, a strong balance sheet and an excellent team of people who know how to create value in the oil and gas business.  With a deeply experienced Board and strong support from the Lundin family, we have all the ingredients required to build a successful independent upstream company in the years ahead.”

In connection with the Reorganization, the Spin-Off and the listing of Common Shares on the TSX and Nasdaq First North, BMO Capital Markets is acting as IPC’s exclusive financial advisor and Pareto Securities in Sweden is acting as the issuing agent and Certified Adviser for IPC on Nasdaq First North.  Blake, Cassels & Graydon LLP and Gernandt & Danielsson Advokatbyrå KB are acting as legal advisors to IPC.

Further information in respect of IPC, the Reorganization and the Spin-Off are available in the Final Prospectus. A copy of the Final Prospectus may be obtained on SEDAR at www.sedar.com under the profile of IPC.
[mk_image src=”https://www.international-petroleum.com/wp-content/uploads/2017/05/ipc-tsx-opening_icon.jpg” image_size=”full” lightbox=”true” custom_lightbox=”https://www.youtube.com/watch?v=MdxRzwb7QXQ”]

 

International Petroleum Corp. (IPC) is a new international oil and gas exploration and production company with a high quality portfolio of assets located in Europe and South East Asia, providing a solid foundation for organic and inorganic growth. IPC is a member of the Lundin Group of Companies. IPC is incorporated in Canada and IPC’s shares are listed on the Toronto Stock Exchange (TSX) and the Nasdaq First North Exchange (Stockholm) under the symbol “IPCO”. Pareto Securities AB is the Corporation’s Certified Adviser on Nasdaq First North.

 

For further information, please contact:

Rebecca Gordon
VP Corporate Planning and Investor Relations
rebecca.gordon@international-petroleum.com
Tel: +41 22 595 10 50

or

Robert Eriksson
Media Manager
reriksson@rive6.ch
Tel: +46 701 11 26 15

IPC publishes Company Description

IPC publishes Company Description

19 April 2017

International Petroleum Corporation (“IPC” or the “Corporation”) is pleased to announce that it has published a Company Description in connection with its listing on the Nasdaq First North stock exchange.

The Company Description can be found on the Corporation’s website, www.international-petroleum.com. The first day of trading on Nasdaq First North will be on 24 April 2017. The International Securities Identification Number (i.e., the ISIN) of IPC’s share is CA46016U1084 and it will trade under the symbol “IPCO”.

 

International Petroleum Corp. (IPC) is a new international oil and gas exploration and production company with a high quality portfolio of assets located in Europe and South East Asia, providing a solid foundation for organic and inorganic growth. IPC is a member of the Lundin Group of Companies. IPC is incorporated in Canada and IPC’s shares are expected to be listed as of 24 April 2017 on the Toronto Stock Exchange (TSX) and the NASDAQ First North Exchange (Stockholm) under the symbol “IPCO”. Pareto Securities AB is the Company’s Certified Adviser on NASDAQ First North.

For further information, please contact:

Rebecca Gordon
VP Corporate Planning and Investor Relations
rebecca.gordon@international-petroleum.com
Tel: +41 22 595 10 50

or

Robert Eriksson
Media Manager
reriksson@rive6.ch
Tel: +46 701 11 26 15

This information is information that International Petroleum Corporation is required to make public pursuant to the EU Market Abuse Regulation. The information was submitted for publication, through the contact persons set out above, at 12.00 CEST on 20 April 2017.

Introduction to IPC from CEO Mike Nicholson

Introduction to IPC from CEO Mike Nicholson

19 April 2017

Welcome to the IPC website.

IPC is a newly formed Lundin Group Company. It was created following a decision by the Board, management and shareholders of Lundin Petroleum to spin-off the assets held in Malaysia, France and the Netherlands.

Given the scale of success of Lundin Petroleum’s business in Norway, it was clear that in terms of management attention, capital allocation and stakeholder focus, that the full potential of the non-Norwegian assets was not being harnessed.

The natural next step was therefore to separate each business and put in place a strong management team and board, with the goal of maximising the value for all of our stakeholders in both companies.

I am personally very excited by this new challenge. Having worked in various roles in Lundin Petroleum during the past thirteen years, most recently as the CFO of Lundin Petroleum, I feel honoured to be given the role of CEO of IPC. I have the pleasure of leading a highly competent leadership team of professionals who have a deep knowledge and understanding of the upstream exploration and petroleum business. In addition, we are in the fortunate position to have a panel of Board directors that most upstream companies would envy.

Our board will be led by serial entrepreneur and master of value creation, Lukas Lundin. We will also have a number of very experienced former Lundin Petroleum colleagues and a leading Canadian entrepreneur to guide us as we seek to build and develop a leading independent exploration and production company.

We have an excellent start, better than most companies, with a portfolio of high quality oil weighted assets, based in stable jurisdictions (France, Netherlands and Malaysia) with favourable fiscal terms. Our cash operating costs compare favourably with the rest of the industry and this combination provides leverage to value creation from rising commodity prices.

There is no question in my mind that our asset portfolio has not received the full attention it deserved in recent years as most if not all of our capital was deployed towards our growth projects in Norway. One of our first priorities will be to seek out opportunities to grow organically, searching for example for infill drilling opportunities and evaluating near field development and exploration potential. Replacing reserves organically will have a priority.

However, we need to be realistic and recognise that our existing asset base will decline naturally through time. A second priority will be to re-invest the positive free cash flow we are generating into new opportunities and deliver growth. That will involve becoming more active in the mergers and acquisitions space.
I do believe that now is the optimal time in the industry cycle to pursue this strategy. We are entering the fourth year of weak oil prices, industry balance sheets are over levered, and many industry players, burdened by high debt levels are being forced to divest of their assets. The majors are also looking at rationalising their portfolios. What is immaterial for them can still provide a material base for value creation for companies like IPC.

We have limited leverage and the ability to access both debt and equity capital markets to fund our growth.

With all the key elements referred to above, I believe we have all we need to build a successful new independent exploration and production company.

Mike Nicholson
CEO of IPC

The Lundin family have a long track record of creating value

The Lundin family have a long track record of creating value

19 April 2017

The Lundin family have a long track record of creating value in Petroleum. IPC was one of the early start-up companies created by Adolf Lundin in the 1980’s and had significant success in building a material resource position in Malaysia in the 1990’s. In 1997 IPC merged with Sands Petroleum and formed Lundin Oil. In 2001 Talisman Energy, the Canadian independent made of offer to acquire the shares in Lundin Oil for around USD 400 million.

Following that sale the Lundin family and management decided to start up Lundin Petroleum, led by Ashley Heppenstall (CEO) and Ian Lundin (Chairman of the Board). The team raised USD 50 million in cash equity, made a number of resource acquisitions during the 2003 and 2004 period and used this as a platform to grow one of the largest listed independent E&P companies in Europe over the next decade. The spin-off of the UK business in 2010 returned significant value to shareholders, and the company grew in value by an astonishing >60x by the end of 2016.

By relaunching IPC in 2017, in one of the most favourable market environments to make acquisitions we have seen in the past 10 years, the company is well positioned to capitalise on the situation and create value from the opportunities that are presenting themselves.