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 firstname.lastname@example.org.
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:
VP Corporate Planning and Investor Relations
Tel: +41 22 595 10 50
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.