Nexen Inc. and CNOOC Ltd. have pushed back by 30 days the completion of the Canadian company’s C$15.1 billion takeover by the arm of state-controlled China National Offshore Oil Co.
The “outside date” of the deal has been extended to March 2, the companies said in separate announcements Monday. The original outside date had been Jan. 31.
Key regulatory approvals have been received from Canada, the People’s Republic of China, the United Kingdom and the European Union. Nexen shareholders voted to accept the offer back in September, but, completion of the deal remains subject to regulatory approval from the United States, Nexen said.
The companies are seeking approval from the Committee on Foreign Investment in the United States (CFIUS). The inter-agency committee is authorized to review transactions that could result in control of a U.S. business by a foreign entity in order to determine the effect of such transactions on the national security of the United States. A Treasury Department spokesman on Monday declined to comment about the case, telling NGI “information filed with CFIUS may not be disclosed by CFIUS to the public.”
The cash offer of $27.50/share offer for Nexen was made in July and represented a premium of 61% to the closing price of Nexen common shares on July 20 and a premium of 66% to Nexen’s 20 trading-day volume-weighted average share price. Total cash consideration of about US$15.1 billion would be paid for Nexen’s common and preferred shares, and Nexen’s current debt of about US$4.3 billion would remain outstanding.
Approximately 70% of Nexen’s production comes from offshore facilities in the North Sea, Gulf of Mexico and the Atlantic Ocean. The Calgary-based company also has onshore production in Canada, Yemen and Columbia, and owns one of the biggest in-situ or underground production complexes for tapping Canadian oilsands deposits that are too deep for open-pit mining.
Nexen last August closed a joint venture (JV) agreement with Japan’s Inpex Corp. to develop Nexen’s shale gas resource in British Columbia and investigate the feasibility of liquefied natural gas opportunities. Nexen sold a 40% stake of its extensive BC shale acreage to Inpex for $700 million, effective July 1, 2011 (see Shale Daily, Nov. 30, 2011). Nexen now holds a 60% operated interest in the JV lands, which are in the Horn River, Cordova and Liard basins of northeast BC. An 18-well pad in the Horn River achieved start up in late September, ahead of schedule, according to Nexen. Facility expansion in the Horn Rive is expected to increase production capacity to about 175 MMcf/d) from approximately 50 MMcf/d.
Nexen has said it is also exploring shale development opportunities in Poland and Colombia.
The takeover agreement allows CNOOC, China National Offshore Oil or Nexen to extend the outside date “if certain regulatory approvals are not received…provided that in aggregate such extensions shall not exceed 75 days” from the original outside date, CNOOC said.
In connection with the extension of the outside date, Nexen said it will postpone the release of its 4Q2012 and annual operating and financial results. The company reported production volumes of 181,000 boe/d in 3Q2012.
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