RE:The CFO & BODs Of COP Are OUT OF THEIR FU@KING MINDS !!!??!!Thanks Eigen337.... This post much better. As seen, nothing about $17, and as stated they plan to dispose ALL, not just 16M shares.
All just my opinion/view/thinking
Eigen337 wrote: PURE Deep State Climate Change MANTRA political ROGUISHNESS !!!
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FORM 62-103F1 REQUIRED DISCLOSURE UNDER THE EARLY WARNING REQUIREMENTS
State if the report is filed to amend information disclosed in an earlier report. Indicate the date of the report that is being amended.
This report is further to, and supplements the information contained in a previously filed report dated May 5, 2021.
Item 1 – Security and Reporting Issuer
1.1 State the designation of securities to which this report relates and the name and address of the head office of the issuer of the securities.
Cenovus Energy Inc.
(the “Issuer”)
2600, 500 Centre Street S.E. Calgary, Alberta T2G 1A6
This report relates to common shares in the capital of the Issuer (the “Common Shares”).
1.2 State the name of the market in which the transaction or other occurrence that triggered the requirement to file this report took place.
Not applicable.
Item 2 – Identity of the Acquiror
2.1 State the name and address of the acquiror.
ConocoPhillips Company
(the “Acquiror”)
925 N. Eldridge Pkwy. Houston, Texas 77079 U.S.A.
2.2 State the date of the transaction or other occurrence that triggered the requirement to file this report and briefly describe the transaction or other occurrence.
On May 5, 2021, the Acquiror entered into a Stock Sale Instruction (the “First Rule 10b5-1 Plan”) with HSBC Securities (USA) Inc. (“HSBC”) that is intended to comply with the requirements of Rule 10b5-1(c) promulgated under the Securities Exchange Act of 1934, as amended and to be an automatic securities disposition plan in accordance with applicable Canadian securities laws. Pursuant to this First Rule 10b5-1 Plan, the Acquiror directed HSBC to seek to dispose of up to 16,000,000 Common Shares held by the Acquiror.
On May 17, 2021, the Acquiror entered into a second Stock Sale Instruction (the “Second Rule 10b5-1 Plan” and together with the First Rule 10b5-1 Plan, the “10b5-1 Plans”) with HSBC that is intended to comply with the requirements of Rule 10b5-1(c) promulgated under the Securities Exchange Act of 1934, as amended. Pursuant to the Second Rule 10b5-1 Plan, the Acquiror directed HSBC to seek to dispose of up to an additional 32,000,000 Common Shares held by the Acquiror upon the termination of the First Rule 10b5-1 Plan. The Acquiror is filing this report to announce its entry into the Second Rule 10b5-1 Plan.
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The Rule 10b5-1 Plans are part of a planned disposition of the Common Shares held by the Acquiror. The Acquiror intends to fully dispose of all Common Shares by the end of 2022. However, subject to market conditions and any restrictions imposed by applicable law and the Rule 10b5-1 Plans, the Acquiror may, at any time or from time to time, cease the disposition of all or part of any Common Shares they hold.
The Acquiror previously received 208,000,000 Common Shares pursuant to a Purchase and Sale Agreement dated March 29, 2017 (the “Purchase and Sale Agreement”), among the Acquiror, ConocoPhillips Canada Resources Corp. (“CPCRC”), ConocoPhillips Canada Energy Partnership, ConocoPhillips Western Canada Partnership, ConocoPhillips Canada (BRC) Partnership and ConocoPhillips Canada E&P ULC (each a “Vendor” and collectively, the “Vendors”) and the Issuer, the Issuer acquired certain oil and gas assets from the Vendors (the “Acquisition”) on May 17, 2017 (the “Closing Date”).
The Purchase and Sale Agreement provided that as partial consideration for the Acquisition, the Issuer would issue 208,000,000 Common Shares to CPCRC, as agent for the Vendors, or its affiliate nominee (the “Affiliate Nominee”), the Affiliate Nominee to be identified by CPCRC to the Issuer no later than two business days prior to the Closing Date. CPCRC notified the Issuer on May 11, 2017 identifying the Acquiror as the Affiliate Nominee.
2.3 State the names of any joint actors.
The Acquiror, CPCRC, ConocoPhillips Canada Energy Partnership, ConocoPhillips Western Canada Partnership, ConocoPhillips Canada (BRC) Partnership and ConocoPhillips Canada E&P ULC were joint actors in respect of the receipt of the 208,000,000 Common Shares pursuant to the Purchase Agreement.
Item 3 – Interest in Securities of the Reporting Issuer
3.1 State the designation and number or principal amount of securities acquired or disposed of that triggered the requirement to file the report and the change in the acquiror’s security holding percentage in the class of securities.
Following completion of the Acquisition, the Acquiror owned 208,000,000 Common Shares which currently represents approximately 10.3% of the issued and outstanding Common Shares, based on the 2,017,461,576 Common Shares that are currently issued and outstanding on an undiluted basis. The Acquiror subsequently disposed of 2,500,000 Common Shares under its First Rule 10b5-1 Plan and currently holds approximately 10.2% of the issued and outstanding Common Shares. This represents a decrease of approximately 0.1%% from the Acquiror’s last reported ownership position of 10.3%.
The Acquiror is filing this report to announce its entry into the Second Rule 10b5-1 Plan, which is a change in material facts regarding its holding of the Common Shares.
Item 9 – Certification
I, as the acquiror, certify to the best of my knowledge, information and belief, that the statements made in this report are true and complete in every respect.
DATED May 18, 2021.
CONOCOPHILLIPS COMPANY
By:
“Andrew M. O’Brien”
Name: Andrew M. O’Brien
Title: Vice President and Treasurer
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This is my opinion only.
Eigen337