Coastal Shareholders Vote in Favor of Merger
06 Janeiro 2014 - 4:35PM
HOUSTON, Jan. 6, 2014 (GLOBE NEWSWIRE) -- Coastal
Energy Company ("Coastal") (TSX:CEN)
(AIM:CEO) announced today that its shareholders have voted to
approve the merger (the "Merger")
with Condor Acquisition (Cayman) Limited ("Purchaser"). As previously announced on November
19, 2013, Purchaser, a newly-incorporated entity controlled by
Compañía Española de Petróleos, S.A.U. ("CEPSA") and in which Strategic Resources (Global)
Limited ("SRG") is an investor,
entered into a definitive merger agreement with Coastal pursuant to
which it would acquire all of Coastal's issued and outstanding
shares. The Merger was approved by 97.56% of the votes cast at
Coastal's extraordinary meeting of shareholders. Under the terms of
the Merger, Coastal shareholders will receive consideration of
C$19.00 in cash for each common share of Coastal (each, a
"Common Share").
The Merger is expected to become effective as soon
as practicable following the satisfaction or waiver of certain
conditions specified in the merger agreement (the "Effective Date"). Upon completion of the
Merger, Coastal will become a wholly owned subsidiary of Purchaser
and the Common Shares will be delisted from the Toronto Stock
Exchange ("TSX") as soon as
practicable following the Effective Date. In addition,
provided the Merger has been completed prior to such time, the
depositary interests representing Common Shares will be delisted
from the AIM market operated by the London Stock Exchange plc
("AIM") with effect from 7:00 am (UK
time) on January 16, 2014.
Forward-Looking
Statements
This news release contains forward-looking
statements and forward-looking information within the meaning of
applicable securities laws and which are based on the expectations,
estimates and projections of management of the parties as of the
date of this news release unless otherwise stated. More
particularly and without limitation, this news release contains
forward-looking statements and information concerning the
anticipated timing of the completion of the Merger, the delisting
of Common Shares from the TSX and the delisting of depositary
interests representing Common Shares from the AIM.
Forward-looking statements are defined by
applicable securities legislation and are qualified by the inherent
risks and uncertainties surrounding future expectations generally
and also may materially differ from actual future experience
involving any one or more of such statements. Such risks and
uncertainties include: uncertainties as to the timing of the
Merger; the possibility that various closing conditions for the
Merger may not be satisfied or waived; the possibility that various
regulatory or other approvals will not be granted; the satisfaction
of various other conditions to the completion of the Merger as
contemplated by the merger agreement; the anticipated timing of the
delisting of the Common Shares and the depositary interests
representing Common Shares from the TSX and AIM, respectively; and
the possibility that expected benefits may not materialize as
expected.
Readers are cautioned that the foregoing list of
factors is not exhaustive. Additional information on other factors
that could affect the operations or financial results of the
parties is included in reports on file with the applicable
securities authorities. The forward-looking statements and
information contained in this news release are made as of the date
hereof and the parties undertake no obligation to update publicly
or revise any forward-looking statements or information, whether as
a result of new information, future events or otherwise, unless so
required by applicable securities laws.
About Coastal
Coastal is an international exploration and
production company with principal assets in Thailand and Malaysia.
Coastal owns and operates 100% of Blocks G5/43 and G5/50 in the
Gulf of Thailand as well as varying interests onshore northeast
Thailand including a 13.7% interest in the Phu Horm gas field.
Coastal is also party to a Small Field Risk Service Contract with
PETRONAS for the development and production of petroleum from the
Kapal, Banang and Meranti cluster of small fields offshore
Peninsular Malaysia.
About CEPSA
CEPSA is an integrated energy company operating at
every stage of the oil value chain, with more than 11,000
employees. It is engaged in petroleum and natural gas exploration
and production activities; refining, the transport and sale of
crude oil derivatives; petrochemicals, gas, and electricity. CEPSA
is Spain's fourth largest industrial group in terms of turnover and
has been in the market for more than 80 years. Through progressive
internationalization of its activities, CEPSA also has business
interests in Algeria, Brazil, Canada, Colombia, Panama, Peru and
Portugal and sells its products all over the world. CEPSA is wholly
owned by International Petroleum Investment Company, which is
wholly owned by the Abu Dhabi government.
About SRG
SRG is a private investment holding company
controlled by international value investor Larry Low H P.
CONTACT: Coastal Energy Company
Email: investor@CoastalEnergy.com
+1 (713) 877-6793
NOMAD
Strand Hanson Limited (Nominated Adviser)
Rory Murphy / Andrew Emmott
+44 (0) 20 7409 3494
CEPSA
Ignacio Rodriguez-Solano
Ignacio.Rodriguez-Solano@cepsa.com
+34 91 3376766
SRG
Edelman on behalf of SRG
Lex.Suvanto@edelman.com / Samantha.Nelson@edelman.com
+1 212 729 2463
This
announcement is distributed by NASDAQ OMX Corporate Solutions on
behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Coastal Energy Company via Globenewswire
HUG#1752963
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