The Board of Directors of PA Resources AB (publ) has prepared a prospectus for
the purpose of the rights issue, which was announced on 7 November 2012 and on
21 December 2012 (the “Rights Issue”). The prospectus has today been approved by
and registered with the Swedish Financial Supervisory Authority (Sw.
Finansinspektionen).
The prospectus is now available on PA Resources’ website (www.paresources.se),
Carnegie Investment Bank AB's website (www.carnegie.se) and the Swedish
Financial Supervisory Authority's website (www.fi.se). The prospectus can also
be ordered from Carnegie during business hours by telephone +46 (0)8 5886 8660.
All holders of A- and B-shares in PA Resources whose holdings are directly
registered on a VP account, or with a bank or a broker firm will receive a
letter. Shareholders with a VP account will also receive an application form
while shareholders who have their holdings with a bank or a broker firm will
receive instructions on how to subscribe from the bank or broker. The
subscription forms will also be available on www.paresources.se and
www.carnegie.se. The subscription period runs during the period 9–23 January
2013 and the record date for obtaining subscription rights is 7 January 2013.
Stockholm, 28 December 2012
PA Resource AB (publ)
In case of questions, please contact:
PA Resources: + 46 8 545 211 50
PA Resources AB (publ) is an international oil and gas group which conducts
exploration, development and production of oil and gas assets. The Group
operates in Tunisia, Republic of Congo (Brazzaville), Equatorial Guinea, United
Kingdom, Denmark, Greenland, the Netherlands and Germany. PA Resources has oil
production in West and North Africa. The parent company is located in Stockholm,
Sweden. In 2011, PA Resources reported sales of SEK 2,154 million. The share is
listed on NASDAQ OMX Stockholm, Sweden (segment Mid cap). For further
information please visit www.paresources.se.
The above information has been made public in accordance with the Securities
Market Act and/or the Financial Instruments Trading Act. The information was
published at 4.15 pm CET on 28 December 2012.
IMPORTANT NOTICE
The information in this press release is not for release, publication or
distribution, directly or indirectly, in or into the United States, Australia,
Denmark, Hong Kong, Japan, Canada, Switzerland, Singapore, South Africa or New
Zeeland. The distribution of this press release in certain other jurisdictions
may be restricted. The information in this press release shall not constitute an
offer to sell or the solicitation of an offer to purchase any securities in PA
Resources in any jurisdiction. This press release does not constitute, or form
part of, an offer or solicitation to purchase or subscribe for securities in the
United States. The securities referred to herein may not be offered or sold in
the United States absent registration or an exemption from registration as
provided in the U.S. Securities Act of 1933, as amended. PA Resources does not
intend to register any portion of the offering of the securities in the United
States or to conduct a public offering of the securities in the United States.
Copies of this announcement are not being distributed or sent and may not be
distributed or sent to the United States, Australia, Denmark, Hong Kong, Japan,
Canada, Switzerland, Singapore, South Africa or New Zeeland.
This document has not been approved by any regulatory authority. This document
is a press release and not a prospectus and investors should not subscribe for,
or purchase any securities referred to in this document, except on the basis of
information that will be provided in the prospectus published by PA Resources
and available on PA Resources’ website.
EUROPEAN ECONOMIC AREA
PA Resources has not resolved to offer to the public shares or rights in any
Member State of the European Economic Area other than Sweden and any other
jurisdiction into which the offering of shares or rights may be passported.
Within such Member States of the European Economic Area other than Sweden (and
any other jurisdiction into which the offering of shares or rights may be
passported) and which has implemented the Prospectus Directive (each, a
“Relevant Member State”), no action has been undertaken as of this date to make
an offer to the public of shares or rights requiring a publication of a
prospectus in any Relevant Member State. As a result hereof, the shares or
rights may only be offered in a Relevant Member State: (a) to a qualified
investor (as defined in the Prospectus Directive or applicable law), or (b) in
any other circumstances, not requiring PA Resources to publish a prospectus as
provided under Article 3(2) of the Prospectus Directive.
For the purposes hereof, the expression an “offer to the public of shares or
rights” in any Relevant Member State means the communication, in any form, of
sufficient information on the terms of the offer and the shares or rights to be
offered so as to enable an investor to decide to purchase any securities, as the
same may be varied in a Relevant Member State due to the implementation of the
Prospectus Directive in that Member State and the expression “Prospectus
Directive” means Directive 2003/71/EC including any relevant implementing
measure in each Relevant Member State.
Carnegie is acting for PA Resources and no one else in connection with the
Rights Issue and will not be responsible to anyone other than PA Resources for
providing the protections afforded to its clients or for providing advice in
relation to the Rights Issue and/or any other matter referred to in this
announcement.
Carnegie accepts no responsibility whatsoever and makes no representation or
warranty, express or implied, for the contents of this announcement, including
its accuracy, completeness or verification or for any other statement made or
purported to be made by Carnegie, or on its behalf, in connection with PA
Resources and the new shares and the Rights Issue, and nothing in this
announcement is, or shall be relied upon as, a promise or representation in this
respect, whether as to the past or future. Carnegie accordingly disclaims to the
fullest extent permitted by law all responsibility and liability whether
relating to damages, contract or otherwise which it might otherwise have in
respect of this announcement or any such statement.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements that reflect management’s
current views with respect to future events and potential financial performance.
Although PA Resources believes that the expectations reflected in such
statements are reasonable, no assurance can be given that such expectations will
prove to have been correct. Accordingly, results can differ materially from
those set out in the forward-looking statements as a result of various factors.
You are advised to read this announcement, and the prospectus and the
information incorporated by reference therein once available, in their entirety
for a further discussion of the factors that could affect the PA Resources’
future performance and the industries in which the Company operates. In light of
these risks, uncertainties and assumptions, it is possible that the events
described in the forward-looking statements in this announcement may not occur.
