CNOOC (CEO) to Acquire OPTI Canada in $2.1B Deal

July 20, 2011 7:23 AM EDT
CNOOC Limited (NYSE: CEO) reports CNOOC Luxembourg S.a r.l, an indirect wholly-owned subsidiary of the Company has entered into an Arrangement Agreement to acquire OPTI Canada, Inc., in a deal valued at $2.1 billion.

The purchase price includes aggregate cash consideration of $1.25 billion payable to the holders of the OPTI shares ($34 million) and the Second Lien Noteholders ($1.216 billion). In addition, due to a change in control of OPTI as a result of the transaction, OPTI will be required to offer to repay the holders of its outstanding First Lien Notes ($825 million in principal amount) pursuant to the indentures governing the First Lien Notes. The transaction will be effected by way of a plan of arrangement through concurrent proceedings under the Companies' Creditors Arrangement Act (Canada) and the Canada Business Corporations Act.

Closing is expected in Q411.

The Company's financial advisors are BMO Capital Markets and CIBC World Markets. The Company's legal advisor is Gowling Lafleur Henderson LLP.


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