Regulatory Filings • May 11, 2014
Regulatory Filings
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FIRST DAY OF BOOKBUILDING AND APPLICATION PERIOD FOR THE OFFERING
NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO
U.S. NEWS WIRE SERVICES OR FOR DISSEMINATION IN THE UNITED
STATES, CANADA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH
THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL
12 May 2014
NSX/Oslo Announcement
African Petroleum Corporation Limited
("African Petroleum Corporation" or the "Company")
Reference is made to the stock exchange announcement dated 9 May
2014 regarding the announcement, and the terms, of African
Petroleum Corporation's (OSE ticker code "APCL", NSX ticker code
"AOQ") initial public offering of the Company's shares on Oslo Axess
(the "Offering") and the approval by the Financial Supervisory
Authority of Norway of the prospectus dated 9 May 2014 prepared in
connection with the Offering and the expected listing of the shares of
African Petroleum Corporation on Oslo Axess.
The bookbuilding period and the application period for the Offering
commence today 12 May 2014 at 09:00 hours (CET), and runs until
12:00 hours (CET) on 20 May 2014 for the retail offering, and until
15:00 hours (CET) on 20 May 2014 for the institutional offering,
subject to shortening or extension. The first day of listing is expected
to be on or about 30 May 2014.
For further information, please contact:
Stuart Lake, Chief Executive Officer
Stephen West, Finance Director
Tel: +44 20 3435 7700
Claire Tolcon
Company Secretary
Tel: + 61 8 9388 0744
Media Contacts:
For UK and International media:
Mark Antelme/Charlie Stewart, Bell Pottinger
Tel: +44 207 861 3800
For Norwegian media:
Geir Arne Drangeid, First House
Tel: +47 913 10 458
Geir Gjervan, First House
Tel: +47 908 79 108
About African Petroleum Corporation Limited
African Petroleum Corporation is a dynamic, independent oil and gas
exploration company operating eight licences in four countries
offshore West Africa. The Company's assets are located in fast-
emerging hydrocarbon basins, principally the West African Transform
Margin, where several discoveries have been made in recent years,
including African Petroleum's Narina-1 discovery in February 2012,
which proved a working hydrocarbon system in the Liberian basin.
With a combined net acreage position of 28,295km2 through its
licences in Côte d'Ivoire, Liberia, Senegal and Sierra Leone, the
Company has matured its portfolio rapidly, acquiring more than
15,000km2 of 3D seismic data and successfully drilling three wells,
one of which was the first hydrocarbons discovery in the offshore
Liberian deep-water basin. The Company emphasises that although
the well encountered hydrocarbon columns supported by pressure
and sample data, the accumulation does not qualify as reserves or
contingent resources under the Petroleum Resources Classification
Framework, which requires flow tests.
For more information about African Petroleum Corporation, please see
www.africanpetroleum.com.au
Disclaimer
The information contained herein shall not constitute an offer to sell
or the solicitation of an offer to buy, nor shall there be any sale of the
securities referred to herein in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration, exemption
from registration or qualification under the securities laws of any such
jurisdiction. In particular, the securities referenced herein have not
been, and will not be, registered under the U.S. Securities Act of 1933,
as amended (the "Securities Act"), and may not be offered or sold in
the United States absent registration or pursuant to an exemption
from the registration requirements of the Securities Act and applicable
U.S. state securities laws. The Company does not intend to register
any part of the offering in the United States or to conduct a public
offering of securities in the United States.
This press release may not be released to any U.S. wire service or
distributed or sent into the United States, Canada, Japan or any other
jurisdiction in which such distribution would be unlawful or would
require registration or other measures.
Any offering of securities will be made to investors in any EEA Member
State by means of a prospectus (prepared in compliance with the laws
of Norway) that may be obtained from the Company or the Manager
and that contains detailed information about African Petroleum
Corporation and management, as well as financial statements. This
document is a press release and not a prospectus for the purposes of
Directive 2003/71/EC (together with any applicable implementing
measures in any Member State, the "Prospectus Directive"). Investors
should not subscribe for any securities referred to in this document
except on the basis of information contained in the prospectus to be
published in connection with the Offering. In any EEA Member State
other than Norway that has implemented the Prospectus Directive,
this communication is only addressed to and is only directed at
qualified investors in that Member State within the meaning of the
Prospectus Directive, i.e., only to investors who can receive the offer
without an approved prospectus in such EEA Member State.
This press release may not be distributed to any person in the United
Kingdom except persons (i) who have professional experience in
matters relating to investments falling within Article 19(5) (investment
professionals) of the Financial Services and Markets Act 2000
(Financial Promotions) Order 2005 ("FPO"), (ii) who fall within the
categories of persons referred to in Article 49(2)(a) to (d) (high net
worth companies, unincorporated associations, etc.) of the FPO or (iii)
to whom it may otherwise be lawfully communicated.
This press release is not an offer to sell, or the solicitation of an offer
to buy, any of the Company's securities to or from investors in
Australia. This press release is not a prospectus, product disclosure
statement or other offer document under Australian law. As noted
above, a prospectus will be prepared by the Company in compliance
with the laws of Norway but this will not be a prospectus or an offer
document under Australian law. Any offers relating to Company
securities in Australia will be made only to persons who are
professional investors or sophisticated investors (as those terms are
used in s708(11) and s708(8) respectively of the Australian
Corporations Act 2001 ("Corporations Act")) or other persons
specified in s708 of the Corporations Act who do not require or need
to be given a prospectus or other disclosure document under Chapter
6D of the Corporations Act to lawfully receive an offer to subscribe for
or acquire securities in the Company.
This press release contains forward-looking statements. Forward-
looking statements are statements that are not historical facts and
may be identified by words such as "believe," "expect," "anticipate,"
"intends," "estimate," "will," "may," "continue," "should" and similar
expressions. The forward-looking statements in this release are
based upon various assumptions, many of which are based, in turn,
upon further assumptions. Although African Petroleum Corporation
believes that these assumptions were reasonable when made, these
assumptions are inherently subject to significant known and unknown
risks, uncertainties, contingencies and other important factors which
are difficult or impossible to predict and are beyond its control. Such
risks, uncertainties, contingencies and other important factors could
cause actual events to differ materially from the expectations
expressed or implied in this release by such forward-looking
statements.
The information, opinions and forward-looking statements contained
in this release speak only as at its date, and are subject to change
without notice African Petroleum Corporation disclaims any
obligation to update and revise any forward-looking statements,
whether as a result of new information, future events or otherwise.
This information is subject to disclosure requirements pursuant to
section 5-12 of the Norwegian Securities Trading Act.
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