CALGARY, ALBERTA–(Marketwired – March 29, 2017) – Cenovus Energy Inc. (TSX:CVE)(NYSE:CVE) (“Cenovus”) announced today that it has entered into a bought-deal financing agreement to sell 187.5 million common shares (“Common Shares”) at a price of $16.00 per share (the “Offering”).
The Offering will be made through a syndicate of underwriters (the “Underwriters”) led by RBC Capital Markets and J.P. Morgan. The gross proceeds from the Offering will be approximately $3.0 billion. The Offering is subject to customary closing conditions, including the receipt of applicable stock exchange approvals, and is expected to close on or about April 6, 2017.
Cenovus has granted the Underwriters an over-allotment option to purchase up to an additional 28.125 million Common Shares at the offering price, exercisable for a period of 30 days after closing. If the over-allotment option is exercised in full, the gross proceeds from the Offering will be approximately $3.45 billion.
Cenovus intends to use the net proceeds from the Offering to finance a portion of the cash consideration payable by it for the purchase of assets in Western Canada from ConocoPhillips, the details of which were announced today in a separate news release issued by Cenovus (the “Acquisition”). The assets to be acquired include ConocoPhillips’ 50% interest in the FCCL Partnership, the companies’ jointly owned oil sands venture operated by Cenovus, as well as the majority of ConocoPhillips’ Deep Basin assets in Alberta and British Columbia. The closing of the Offering is not conditional upon the Acquisition being completed. In the event that the Acquisition is not completed, Cenovus may use the net proceeds of this Offering to, among other things, reduce its outstanding indebtedness, finance future growth opportunities including acquisitions and investments, finance its capital expenditures, repurchase outstanding Common Shares or for other general corporate purposes.
The Common Shares will be offered in all of the provinces and territories of Canada by way of a prospectus supplement to Cenovus’s short form base shelf prospectus, dated February 24, 2016 (collectively, the “Prospectus”). The prospectus supplement will also be filed with the U.S. Securities and Exchange Commission (the “SEC”) as part of a registration statement on Form F-10 in accordance with the multi-jurisdictional disclosure system established between Canada and the United States.
Prospective investors should read the Prospectus and the documents incorporated by reference therein before investing in the Common Shares. These documents may be accessed for free by visiting SEDAR at sedar.com or EDGAR at sec.gov. Alternatively, any underwriter or dealer participating in the Offering will arrange to send prospective investors the prospectus supplement (and any amendments thereto), or the prospective investor may request such documents through any of the contacts listed below:
Canada | U.S. | |||
RBC Capital Markets | Mail: RBC Dominion Securities Inc. Attn: Simon Yeung Distribution Centre, RBC Wellington Sq., 8th Floor 180 Wellington St. W. Toronto, Ontario M5J 0C2Email: Distribution.RBCDS@rbccm.com Phone: (416) 842-5349 |
Mail: RBC Capital Markets, LLC Attn: Equity Syndicate 200 Vesey Street, 8th Floor New York, NY 10281-8098 Email: equityprospectus@rbccm.comPhone: (877) 822-4089 |
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J.P Morgan | Mail: JP Morgan Securities Canada Inc. via Broadridge Financial Solutions 1155 Long Island Avenue Edgewood, New York 11717Email: prospectus-eq_fi@jpmchase.com Phone: (866) 803-9204 |
Mail: J.P. Morgan Securities LLC via Broadridge Financial Solutions 1155 Long Island Avenue Edgewood, New York 11717Email: prospectus-eq_fi@jpmchase.com Phone: (866) 803-9204 |