Baytex Provides Update on Timing of Closing Aurora Acquisition and Exchange of Subscription Receipts for Common Shares
28 5월 2014 - 2:34AM
Marketwired
Baytex Provides Update on Timing of Closing Aurora Acquisition and
Exchange of Subscription Receipts for Common Shares
CALGARY, ALBERTA--(Marketwired - May 27, 2014) - Baytex Energy
Corp. ("Baytex") (TSX:BTE)(NYSE:BTE) provides an update on the
status of its proposed acquisition of Aurora Oil & Gas Limited
("Aurora") pursuant to a scheme of arrangement under Australian law
(the "Arrangement").
On May 26, 2014 (in Perth), the Federal Court of Australia made
orders approving the Arrangement between Aurora and its
shareholders under which Baytex will acquire, through its
wholly-owned subsidiary Baytex Energy Australia Pty Ltd., all of
the outstanding ordinary shares of Aurora. On May 27, 2014 (in
Perth), Aurora filed a copy of the Court's orders approving the
Arrangement with the Australian Securities and Investment
Commission ("ASIC") and ASIC has confirmed that the Arrangement is
now effective. Closing of the Arrangement has been scheduled for
June 11, 2014 (in Perth).
To partially finance the acquisition of Aurora, Baytex completed
the issuance of 38,433,000 subscription receipts (the "Subscription
Receipts") at $38.90 each on February 24, 2014, raising gross
proceeds of approximately $1.5 billion. Upon closing of the
Arrangement, each outstanding Subscription Receipt will be
exchanged for one common share of Baytex (a "Common Share") and a
cash payment of $0.88 (being equal to the aggregate amount of
dividends declared per Common Share for which record dates have
occurred since the issuance of the Subscription Receipts), less any
applicable withholding taxes (the "Dividend Equivalent
Payment").
Baytex expects that at the open of the Toronto Stock Exchange on
June 11, 2014 the Subscription Receipts will be de-listed and the
Common Shares issued in exchange for the Subscription Receipts will
commence trading. Baytex further expects that, within a few days of
June 11, 2014, holders of Subscription Receipts will receive the
Common Shares and the Dividend Equivalent Payment to which they are
entitled in their brokerage accounts.
Holders of Subscription Receipts are not required to take any
action in order to receive their Common Shares and Dividend
Equivalent Payment.
Advisory Regarding
Forward-Looking Statements
In the interest of providing Baytex's shareholders and
potential investors with information regarding Baytex, including
management's assessment of Baytex's future plans and operations,
certain statements in this press release are "forward-looking
statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995 and "forward-looking
information" within the meaning of applicable Canadian securities
legislation (collectively, "forward-looking statements").
Specifically, this press release contains forward-looking
statements relating to but not limited to: the timing of completion
of the Arrangement; the timing of de-listing of the Subscription
Receipts from the Toronto Stock Exchange; and the timing of the
exchange of the Subscription Receipts for Common Shares and the
Dividend Equivalent Payment. The forward-looking statements
contained in this press release speak only as of its date and are
expressly qualified by this cautionary statement.
These forward-looking statements are based on certain key
assumptions regarding, among other things, the satisfaction or
waiver of the conditions to the completion of the Arrangement.
Readers are cautioned that such assumptions, although considered
reasonable by Baytex at the time of preparation, may prove to be
incorrect.
Actual results achieved will vary from the information
provided herein as a result of numerous known and unknown risks and
uncertainties and other factors. Such factors include, but are not
limited to: the Arrangement may not be completed on the terms
contemplated or at all; failure to realize the anticipated benefits
of the Arrangement; and closing of the Arrangement could be delayed
or not completed if we are not able to obtain the necessary
approvals required for completion or, unless waived, some other
condition to closing is not satisfied. Additional risk factors are
discussed in our Annual Information Form, Annual Report on Form
40-F and Management's Discussion and Analysis for the year ended
December 31, 2013, as filed with Canadian securities
regulatory authorities and the U.S. Securities and Exchange
Commission.
There is no representation by Baytex that actual results
achieved will be the same in whole or in part as those referenced
in the forward-looking statements and Baytex does not undertake any
obligation to update publicly or to revise any of the included
forward-looking statements, whether as a result of new information,
future events or otherwise, except as may be required by applicable
securities law.
All amounts are in Canadian dollars unless otherwise
noted.
Baytex Energy Corp.
Baytex Energy Corp. is a dividend-paying oil and gas corporation
based in Calgary, Alberta. The company is engaged in the
acquisition, development and production of crude oil and natural
gas in the Western Canadian Sedimentary Basin and in the Williston
Basin in the United States. Approximately 89% of Baytex's
production is weighted toward crude oil. Baytex pays a monthly
dividend on its common shares which are traded on the Toronto Stock
Exchange and the New York Stock Exchange under the symbol BTE. The
subscription receipts issued by Baytex to fund a portion of the
purchase price for Aurora Oil & Gas Limited trade on the
Toronto Stock Exchange under the symbol BTE.R.
Baytex Energy Corp.Brian EctorSenior Vice President, Capital
Markets and Public AffairsToll Free Number:
1-800-524-5521investor@baytexenergy.comwww.baytexenergy.com
Baytex Energy (TSX:BTE)
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