Sinopec commences take-over bid for Addax Petroleum
Calgary, July 9 /PRNewswire-FirstCall/ - Addax Petroleum Corporation ("Addax
Petroleum" or the "Corporation") (TSX: AXC and LSE: AXC), today announced that
Mirror Lake Oil and Gas Company Limited ("Mirror Lake"), an indirect
wholly-owned subsidiary of Sinopec International Petroleum Exploration and
Production Corporation ("SIPC"), has today commenced its offer for Addax
Petroleum (the "Offer") and mailed the Offer and take-over bid circular (the
"Offer Documentation") as well as the Addax Petroleum directors' circular,
containing the Addax Petroleum board's unanimous recommendation to accept the
Offer, to Addax Petroleum shareholders. On June 24, 2009, SIPC and Addax
Petroleum reached an agreement for Mirror Lake to make an offer to acquire all
of Addax Petroleum's outstanding common shares for C$52.80 per common share in
an all-cash transaction.
The Offer is subject to a number of conditions including valid acceptances by
holders of not less than 66 2/3 per cent of Addax Petroleum shares on a fully
diluted basis and receipt of certain regulatory approvals, including the
government of The People's Republic of China. The Offer is expected to close
in the third quarter of 2009.
About Addax Petroleum Corporation
Addax Petroleum is an international oil and gas exploration and production
company with a strategic focus on West Africa and the Middle East. Addax
Petroleum is one of the largest independent oil producers in West Africa.
Further information about Addax Petroleum is available at
www.addaxpetroleum.com or at www.sedar.com.
Reader Advisory
This announcement is for informational purposes only and does not constitute
or form part of any offer or invitation to purchase, acquire, subscribe for,
sell, dispose of or issue, or any solicitation of an offer to sell, dispose,
issue purchase, acquire or subscribe for any security. The Offer (including
any variation or extension in accordance with applicable securities laws) is
being made exclusively by means of, and subject to the terms and conditions
set out in the Offer Documentation to be delivered to Addax Petroleum
shareholders and filed with the Canadian provincial securities regulators and
the UK Listing Authority. Shareholders of Addax Petroleum should read these
materials carefully as they contain important information, including the terms
and conditions of the Offer. The Offer Documentation as well as the Addax
Petroleum directors' circular will be available electronically without charge
at www.sedar.com.
Reader Advisory Regarding Forward-Looking Information
Certain statements contained in this news release, including statements that
contain words such as "may", "will", "would", "could", "should", "anticipate",
"believe", "intend", "expect", "plan", "estimate", "budget", "outlook",
"propose", "project", and statements relating to matters that are not
historical fact constitute forward-looking information within the meaning of
applicable Canadian securities legislation. In this news release,
forward-looking information and statements include: mailing of the Offer
Documentation and Addax Petroleum directors' circular, conditions that the
Offer is subject to, including government approvals, and anticipated
completion of the Offer.
The forward-looking information in this news release is subject to known and
unknown risks and uncertainties and other factors and assumptions, which
include, but are not limited to: risk that the Offer will not be completed as
anticipated or at all, risk that one or more of the conditions to which the
Offer is subject will not be met, and risk of delay in completion of the
Offer. In addition, Addax Petroleum is subject to risks and uncertainties
attendant with oil and gas operations, including imprecision of reserves and
resources estimates; ultimate recovery of reserves; commodity prices; general
economic, market and business conditions; industry capacity; competitive
action by other companies; refining and market margins; the ability to produce
and transport crude oil to markets; weather and climate conditions; results of
exploration and development drilling and other related activities; fluctuation
in interest rates and foreign currency exchange rates; ability of suppliers to
meet commitments; actions by governmental authorities, including increases in
taxes; decisions or approvals of administrative tribunals; changes in
environmental and other regulations; international political events; and
expected rates of return. More specifically, production may be affected by
exploration success, start-up timing and success, facility reliability,
reservoir performance and natural decline rates, water handling and drilling
progress. Capital expenditures may be affected by cost pressures associated
with new capital projects, including labour and material supply, project
management, drilling rig rates and availability and seismic costs.
The Corporation's actual results could differ materially from those
anticipated in these forward-looking statements if the assumptions underlying
them prove incorrect, or if one or more of the uncertainties or risks
described above materializes. Risk factors are discussed in greater detail in
filings made by Addax Petroleum with the Canadian provincial securities
commissions.
Readers are strongly cautioned that the above list of factors affecting
forward-looking information is not exhaustive. Further, forward-looking
statements are made as at the date they are given and, except as required by
applicable law, Addax Petroleum does not intend, and does not assume any
obligation, to update any forward-looking statements, whether as a result of
new information or otherwise. The forward-looking statements contained in this
news release are expressly qualified by this advisory.
SOURCE Addax Petroleum Corporation
Mr. Craig Kelly, Investor Relations, Tel.: +41 (0) 22 702 95 68,
craig.kelly@addaxpetroleum.com; Mr. Chad O'Hare, Investor Relations, Tel.: +41
(0) 22 702 94 10, chad.o'hare@addaxpetroleum.com; Ms. Marie-Gabrielle Cajoly,
Press Relations, Tel.: +41 (0) 22 702 94 44,
marie-gabrielle.cajoly@addaxpetroleum.com; Mr. Nick Cowling, Press Relations,
Tel.: (416) 934-8011, nick.cowling@cossette.com; Mr. Mark Antelme, Press
Relations, Tel.: +44 (0) 20 7337 1500, mark.antelme@pelhampr.com
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