International Petroleum Corp. and BlackPearl Resources Inc. announce closing of strategic business combination and appointmen...
December 14 2018 - 11:15AM
International Petroleum Corp. and BlackPearl Resources Inc.
announce closing of strategic business combination and appointment
of director
International Petroleum Corp.
("IPC") (TSX, Nasdaq Stockholm: IPCO) and
BlackPearl Resources Inc. ("BlackPearl") (TSX:
PXX, Nasdaq Stockholm: PXXS) are pleased to announce the closing
today of the strategic business combination of IPC and BlackPearl
by way of the previously announced plan of arrangement (the
"Arrangement"). In connection with closing of the
Arrangement, IPC is also pleased to announce the appointment of
John Festival to the IPC Board of Directors, which is now comprised
of eight members.
Pursuant to the Arrangement, IPC acquired all of
the issued and outstanding common shares of BlackPearl
("BlackPearl Shares") on the basis of 0.22 of a
common share of IPC (each, an "IPC Share") for
each BlackPearl Share. IPC issued 75,798,219 IPC Shares in
connection with the Arrangement and, following completion of the
Arrangement, 163,720,065 IPC Shares are issued and outstanding.
The BlackPearl Shares are expected to be
delisted from the TSX on or around December 17, 2018. BlackPearl
has applied to Nasdaq Stockholm for the delisting of BlackPearl’s
Swedish depositary receipts and, subject to approval by Nasdaq
Stockholm, the Swedish depositary receipts are expected to be
delisted from Nasdaq Stockholm on or around December 17, 2018.
John Festival was, until completion of the
Arrangement, the President and CEO and a director of BlackPearl. He
graduated from the University of Saskatchewan in 1984 with a degree
in Chemical Engineering. He has over 34 years’ experience in the
Canadian oil and gas industry, with a particular focus on heavy oil
exploration and production. Mr. Festival is also a director of
Toscana Energy Income Corporation and Gibson Energy Inc.
In addition, Chris Hogue, former Vice President
Operations of BlackPearl, has been appointed Senior Vice President,
Canada of IPC. Ed Sobel, former Vice President Exploration of
BlackPearl, has been appointed Vice President, Exploration of
IPC.
Registered BlackPearl shareholders, who have not
already done so, should submit the certificates representing their
BlackPearl Shares, together with a signed and completed letter of
transmittal, to the depositary, Computershare Investor Services
Inc. in order to receive IPC Shares. Holders of BlackPearl Shares
who hold their shares through a broker, investment dealer or other
intermediary should follow the instructions provided by such
broker, investment dealer or other intermediary to exchange their
BlackPearl Shares for IPC Shares.
For further information, please contact: |
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Rebecca GordonVP Corporate Planning and Investor
Relationsrebecca.gordon@international-petroleum.comTel: +41 22 595
10 50 |
Or |
Robert ErikssonMedia Manager reriksson@rive6.ch Tel: +46
701 11 26 15 |
Forward-Looking Statements
This press release contains certain statements
and information which constitute "forward-looking statements" or
"forward-looking information" (within the meaning of applicable
securities legislation). Such statements and information (together,
"forward-looking statements") relate to future events. Actual
results may differ materially from those expressed or implied by
forward-looking statements. The forward-looking statements
contained in this press release are expressly qualified by this
cautionary statement. Forward-looking statements speak only as of
the date of this press release, unless otherwise indicated. Neither
IPC nor BlackPearl intends, nor does it assume any obligation, to
update these forward-looking statements, except as required by
applicable laws.
All statements other than statements of
historical fact may be forward-looking statements. Any statements
that express or involve discussions with respect to predictions,
expectations, beliefs, plans, projections, forecasts, guidance,
budgets, objectives, assumptions or future events or performance
(often, but not always, using words or phrases such as "seek",
"anticipate", "plan", "continue", "estimate", "expect", "may",
"will", "project", "forecast", "predict", "potential", "targeting",
"intend", "could", "might", "should", "believe", "budget" and
similar expressions) are not statements of historical fact and may
be "forward-looking statements". Forward-looking statements
contained in this press release include, but are not limited to,
statements with respect to the expected timing regarding the
delisting of the BlackPearl Shares and depositary receipts.
Although IPC and BlackPearl believe that the
expectations and assumptions on which such forward-looking
statements are based are reasonable, undue reliance should not be
placed on the forward-looking statements because neither IPC nor
BlackPearl can give assurances that they will prove to be correct.
Since forward-looking statements address future events and
conditions, by their very nature they involve inherent risks and
uncertainties. Actual results could differ materially from those
currently anticipated due to a number of factors and risks.
- IPC PR V5 - Joint Press Release Announcing Closing
14-12-18
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