19th Aug 2008 07:00
Philex Petroleum Corporation
19 August 2008 FOR IMMEDIATE RELEASE
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE
OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION
CASH OFFER
BY
PHILEX PETROLEUM CORPORATION
FOR
FORUM ENERGY PLC
Offer Unconditional
Philex Petroleum Corporation ("PPC") announces that as at 3.00 p.m. on 18 August 2008, valid acceptances had been received in respect of 1,852,107 Forum Energy Shares representing approximately 6.45 per cent. of Forum Energy's issued share capital.
As at 3.00 p.m. on 18 August 2008, PPC and its Associates owned a total of 12,554,200 Forum Energy Shares representing approximately 43.73 per cent. of Forum Energy's issued share capital. Consequently PPC and its Associates either own, or have received valid acceptances in respect of, a total of 14,406,307 Forum Energy Shares, representing approximately 50.18 per cent. of Forum Energy's issued share capital and accordingly the Offer has become unconditional.
The closing date for the Offer, which remains subject to the terms and conditions set out in the Offer Document, is being extended from 1.00 p.m. on 20 August 2008 and the Offer will now remain open for acceptance until 1 p.m. on 10 September 2008. Any further extensions of the Offer will be publicly announced by 8.00 a.m. on the Business Day following the day on which the Offer was otherwise due to expire, or at such later time or date as the Panel may agree.
Forum Energy Shareholders who have not yet accepted the Offer and who hold Forum Energy Shares in certificated form are urged to complete, sign and return the Form of Acceptance as soon as possible and, in any event, so as to be received by Computershare by no later than 1 p.m. on 10 September 2008.
Forum Energy Shareholders who hold Forum Energy Shares in uncertificated form (that is, in CREST) are urged to accept the Offer by sending a TTE instruction as soon as possible and, in any event, so as to be settled by no later than 1 p.m. on 10 September 2008. If you hold Forum Energy Shares as a CREST sponsored member, you should refer to your CREST sponsor as only your CREST sponsor will be able to send the necessary TTE instruction to CREST.
Copies of the Offer Document are available from Evolution Securities Limited at 100 Wood Street, London EC2V 7AN during normal business hours only.
Terms defined in the offer document dated 30 July 2008 (the "Offer Document") shall have the same meanings in this announcement.
Enquiries
Philex Petroleum Corporation Tel: +632 746 8755 Renato N. Migriño Fax: +632 631 9498 acting CFO of Philex Petroleum Corporation
Evolution Securities Limited Tel: +44 (0) 20 7071 4300 Stuart Andrews, Neil Elliot
Evolution Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority, is acting exclusively for PPC and no one else in connection with the matters described in this announcement and is not advising any other person and accordingly will not be responsible to any person other than PPC for providing the protections afforded to clients of Evolution Securities Limited or for providing advice in relation to the matters described in this announcement.
This announcement does not constitute an offer to sell or an invitation to purchase or subscribe for any securities or the solicitation of any vote or approval or an offer to buy or subscribe for any securities pursuant to the Offer or otherwise. The Offer will be made solely by the Offer Document and the Form of Acceptance accompanying the Offer Document, which will contain the full terms and condition of the Offer, including details of how the Offer may be accepted. The Offer Document will be posted to those Forum Energy Shareholders able to receive it in due course. Those Forum Energy Shareholders receiving the Offer Document are strongly advised to read it in full, as it will contain important information.
The laws of the relevant jurisdictions may affect the availability of the Offer to persons who are not resident in the United Kingdom. Persons who are not resident in the United Kingdom or who are subject to laws of any jurisdiction other than the United Kingdom, should inform themselves about, and observe, any applicable requirements. Any person (including nominees, trustees and custodians) who would, or otherwise intends to, forward this announcement, the Offer Document and/or the Form of Acceptance or any accompanying document to any jurisdiction outside the United Kingdom should refrain from doing so and seek appropriate professional advice before taking any action.
The Offer will not be made, directly or indirectly, in or into, or by use of the mails of, or by any means or instrumentality (including, without limitation, telephonically or electronically) of interstate or foreign commerce of, or any facility of any securities exchange of, the United States, Canada, Australia, Japan or any other Restricted Jurisdiction and will not be capable of acceptance by any such use, means, instrumentality or facility or from within the United States, Canada, Australia, Japan or any other Restricted Jurisdiction. Accordingly, neither this announcement nor the Offer Documentation is being, and must not be, directly or indirectly, mailed or otherwise forwarded, transmitted, distributed or sent in, into or from the United States, Canada, Australia, Japan or any other Restricted Jurisdiction. Doing so may render invalid any purported acceptance of the Offer. All Forum Energy Shareholders or other persons (including nominees, trustees or custodians) who would or otherwise intend to, or may have a contractual or legal obligation to, forward this announcement or the Offer Documentation to any jurisdiction outside the United Kingdom should refrain from doing so and seek appropriate professional advice before taking any action.
Notwithstanding the foregoing, PPC will retain the right to permit the Offer to be accepted and any sale of securities pursuant to the Offer to be completed if, in its sole discretion, it is satisfied that the transaction in question can be undertaken in compliance with applicable law and regulation.
Related Shares:
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