NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, WITHIN OR TO AUSTRALIA, HONG KONG, JAPAN, CANADA, SWITZERLAND, SINGAPORE, SOUTH AFRICA, USA OR ANY OTHER JURISDICTION WHERE DISTRIBUTION OF THIS PRESS RELEASE WOULD BE UNLAWFUL
Alliance Oil has successfully completed the largest preference share offering in Scandinavia in recent years. The transaction has received interest from about 4,500 investors and Company shareholders in total with solid demand both among institutional (about two thirds of demand) and retail investors (about one third of demand). Demand was split roughly 50/50 between Swedish and international investors.
Following a bookbuilding process, the issue price for the new class of preference shares was set at SEK 270 per share, representing a yield of about 11.1 percent (dividend of SEK 30 per year). A total of 5 million (5,000,000) shares will be issued, indicating that the Company will raise SEK 1,350 million (approx. USD 202 million) before transaction costs. Following the transaction the total number of shares in the Company will be 176,528,414 with the preference shares representing 0.3 percent of the votes and 2.8 percent of the capital in the Company.
The settlement day will be 20 December 2012 and the first day of trading on NASDAQ OMX Stockholm is preliminary 2 January 2013.
“We are very pleased with the outcome of the transaction and proud to have attracted such strong interest among Scandinavian, European as well as Russian investors. It can be particularly noted that our offering records the first ever international preference share issue by a Russian business. The fact that our initial target of USD 100 million more than doubled with demand significantly exceeding the final allocations is a good indication of the markets’ perception of the attractive Russian oil & gas business and great confidence in Alliance Oil Company” Arsen Idrisov, Managing Director of Alliance Oil Company said.
Carnegie acted as Global Coordinator and Joint Bookrunner and Swedbank acted as Joint Bookrunner in the transaction. Gazprombank acted as leading Russian selling agent. Baker & McKenzie acted as legal advisor to Alliance Oil.
For further information please contact:
Arsen Idrisov, Managing Director, Alliance Oil Company, Tel.: +7 495 777 18 08
Eric Forss, Chairman, Alliance Oil Company, Tel.: +46 8 611 49 90
Also visit www.allianceoilco.com
Alliance Oil Company Ltd is a leading independent oil and gas company with vertically integrated operations in Russia and Kazakhstan. Alliance Oil has proved and probable reserves of 760 million barrels of oil equivalent and downstream operations that includes the Khabarovsk refinery and the leading network of gas stations and wholesale oil products terminals in the Russian Far East. Alliance Oil's depository receipts are traded on the NASDAQ OMX Nordic under the symbol AOIL.
Important information
This press release is not an offering to subscribe for securities in Alliance Oil but an announcement regarding the outcome of the issue of preference shares for which the subscription period ended on 14 December 2012. Further information regarding the rights issue can be found in the prospectus which was approved by the Swedish Financial Supervisory Authority on 30 November 2012. Terms not defined in this press release have the same meanings as defined in the prospectus to which this press release refers to.
The distribution of this press release may in certain jurisdictions be subject to legal restrictions, and persons who access it, or part of it, should familiarize themselves with and comply with such legal restrictions. The information in this press release does not constitute an offering to sell securities or solicitation to buy securities; neither shall there be any sale of the securities referred to herein in any jurisdiction in which such an offering or solicitation to buy or sell would require the production of additional prospectuses or any other offering documents, or would not be legal without registration or applicable exemptions from registration pursuant to securities legislation in such jurisdictions.
This press release neither constitutes, nor represents part of an offering or solicitation of an offering to buy or subscribe for securities pursuant to the US Securities Act of 1933, as amended (“Securities Act”), and any securities referred to herein may not be offered or sold in the United States of America without registration in accordance with the Securities Act or exemptions related to it. The securities referred to herein are not offered to the public in the United States of America and copies of this press release will not be made available and may not be distributed or sent, wholly or in part, directly or indirectly to the United States of America, Australia, Canada, South Africa, Switzerland, Hong Kong or Japan.
Carnegie and Swedbank are acting on behalf of the Company and for no other party in connection with the Offering and will not be liable to any party except the Company as agreed between the parties.
Carnegie and Swedbank do not accept any responsibility whatsoever and do not provide any guarantee, either explicitly or implicitly, regarding the content of this document, including its accuracy, its comprehensiveness or its verification, or for any statement that has been made or is intended to be made by these or on their behalf in connection with the Company and the Offering and nothing in this press release is or shall be relied upon as an undertaking or commitment in this respect, irrespective of the future or the past. In accordance herewith, Carnegie and Swedbank completely disclaim liability to the extent permitted by law, as well as all liability, regardless of whether it pertains to damages, agreements or any other matter that it would otherwise have had in respect of this press release or any such statement.
This press release has not been approved by any authority. This press release is not a prospectus and investors should not subscribe for or purchase securities referred to in this press release, except for those based on information in the prospectus that will be published in accordance with the above.
This press release contains forward-looking statements that reflect executive management’s current view of future events and potential financial development. While Alliance Oil believes that the expectations described in such statements are reasonable, there is no guarantee that these forward-looking statements will be realized or correct. Consequently, as a result of various factors, the outcome of such statements could differ significantly from the forward-looking statements. The reader is urged to read this press release and the prospectus and any information incorporated through reference therein for a further discussion of the factors that could affect Alliance Oil’s future performance and the markets and industries where the Company is active. In the light of these risks, uncertainties and assumptions, it is possible that the events described in the forward-looking statements in this press-release will not be known.
