First Calgary Petroleums Ltd. announces that Eni S.p.A. (Eni) has agreed to acquire all the common shares and convertible bonds of FCP. Under the terms of the definitive agreement, shareholders will receive C$3.60 per share in cash and bondholders will receive 108% of par (plus accrued interest). The transaction values FCP’s fully diluted share capital at approximately C$923 million which represents a 52.5% premium to the closing price of C$2.36 on the Toronto Stock Exchange (TSX) on 2 September 2008 (being the last trading day before FCP announced that it had received proposals) and a 59.2% premium to the 30 day weighted average trading price of C$2.26 per share prior to 2 September 2008.
The Board of Directors of FCP has unanimously determined that the proposed transaction is in the best interests of FCP, and has unanimously recommended that FCP securityholders vote in favour of the transaction.
JPMorgan Cazenove, financial advisor to FCP, has advised the Board of Directors of FCP that it is of the opinion, as of the date hereof, that the consideration to be received by securityholders under the transaction is fair from a financial point of view.
Shane O’Leary, President and CEO of FCP said:
"We are very pleased to support this transaction which we believe delivers the highest value for FCP shareholders compared with other strategic options.”
"We will work with Eni to ensure a smooth transition and avoid disruptions to the project. We believe the resources and expertise that Eni can bring to this project should accelerate the development."
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