Celtic
Celtic Exploration to sell itself to Exxon Mobil
2012-10-17 07:10 ET - News Release
Mr. David Wilson reports
EXXON MOBIL TO ACQUIRE CELTIC EXPLORATION
Canadian affiliates of Exxon Mobil Corp., including Exxon Mobil Canada Ltd., and Celtic Exploration Ltd. have entered into an agreement for the purchase by a subsidiary of ExxonMobil Canada of all of Celtic's outstanding common shares at a cash price of $24.50 per share. Additionally, Celtic shareholders will receive 0.5 of a share of a new company, 1705972 Alberta Ltd., for each Celtic common share.
Including the amount to be paid for Celtic's outstanding convertible debentures and including Celtic's bank debt and working capital obligations, the transaction is valued at approximately $3.1-billion (excluding the estimated value of spinco shares). The transaction is to be completed by way of an arrangement under the Business Corporations Act (Alberta).
Highlights:
- Cash price is $24.50 per Celtic share;
- Celtic shareholders also receive 0.5 of a share of a new company to be led by Celtic's current management team;
- Transaction has received the unanimous approval of Celtic's board of directors.
Based on the cash consideration (not including the value of spinco shares), the transaction price represents a premium of 35 per cent over Celtic's closing share price on the Toronto Stock Exchange of $18.12 on Oct. 16, 2012, and 34 per cent over Celtic's 30-trading day volume-weighted average trading price of $18.28 per share ending on Oct. 16, 2012.