16th Jun 2006 14:41
Shell Canada Acquires 92.8% of BlackRock Ventures and extends offer to June 27,2006Royal Dutch Shell plc today welcomed the below announcement by Shell Canadathat it has acquired 92.8% of BlackRock Ventures and extends offer to June 27,2006.Calgary, Alberta - Shell Canada Limited (TSX:SHC) announced today that as of 1:01 a.m. on June 16, 2006, approximately 99,778,511 common shares of BlackRockVentures Inc. (TSX:BVI) have been validly deposited to the offer by BR OilSands Corporation, a wholly-owned subsidiary of Shell Canada, to acquire all ofthe common shares of BlackRock (including common shares issuable upon theexercise or surrender of any options or conversion of any convertibledebentures). BR Oil Sands Corporation has taken up all such shares, whichrepresent approximately 92.8% of the common shares of BlackRock on afully-diluted basis, and will pay for such shares on June 21, 2006.As a result of today's announcement, Shell Canada, through its wholly-ownedsubsidiary BR Oil Sands Corporation, has now declared its offer to acquire thecommon shares of BlackRock to be wholly unconditional.BR Oil Sands Corporation has also extended its offer until 1:01 a.m. (Calgarytime) on June 27, 2006 to allow BlackRock shareholders an additionalopportunity to tender their shares, including shares issuable on the conversionof the convertible debentures, to its offer. A notice of extension will bemailed to BlackRock shareholders in the coming days.Upon completion of a compulsory acquisition or subsequent acquisitiontransaction, BR Oil Sands Corporation intends to de-list the BlackRock sharesfrom the Toronto Stock Exchange and cause BlackRock to apply to securitiesregulatory authorities to cease to be a reporting issuer. Shareholders areencouraged to tender their remaining BlackRock common shares, including sharesissuable on the conversion of the convertible debentures, to the offer as soonas possible, and in any event prior to June 27, 2006, to receive promptpayment.Shell Canada LimitedShell Canada is a large Canadian integrated petroleum company with three majorbusinesses. Exploration & Production explores for, produces and markets naturalgas and natural gas liquids. Oil Sands is responsible for an integrated bitumenmining and upgrading operation in the Athabasca area of Alberta and thecompany's Peace River in situ bitumen business. Oil Products manufactures,distributes and markets refined petroleum products across Canada.BlackRock Ventures Inc.BlackRock Ventures is an oil sands producer with operations located exclusivelyin Canada. Current operations are located in three heavy-oil regions: the PeaceRiver oil sands, the Cold Lake oil sands and the Lloydminster area.Legal NoticesThis release does not constitute an offer to purchase or a solicitation of anoffer to sell securities.BlackRock shareholders are advised to review the notice of extension and anyother relevant documents filed with the Canadian securities regulatoryauthorities because they will contain important information. Materials will bemailed to BlackRock shareholders at no expense to them. In addition, investorswill be able to obtain the documents free of charge through the System forElectronic Document Analysis and Retrieval (SEDAR) at www.sedar.com or bycontacting Shell Canada's Secretary at [email protected] orfacsimile (403)-691-3194.Cautionary Note for Shell Canada LimitedThis document contains "forward-looking statements" based upon management'sassessment of the Company's future plans and operations. These forward-lookingstatements include references to the Company's plans for growth and expectedproduction levels. Readers are cautioned not to place undue reliance onforward-looking statements. Although the Company believes that the expectationsrepresented by such forward-looking statements are reasonable based on theinformation available to it on the date of this document, there can be noassurance that such expectations will prove to be correct. Forward-lookingstatements involve numerous known and unknown risks and uncertainties thatcould cause actual results to differ materially from those anticipated by theCompany. These risks and uncertainties include, but are not limited to, therisks of the oil and gas industry (including operating conditions and costs),market competition, demand for oil, gas and related products, disruptions insupply, project schedules and execution, labour availability, material andequipment shortages, the uncertainties involving geology of oil and gasdeposits, the uncertainty of reserves estimates, fluctuations in oil and gasprices and foreign currency exchange rates, general economic conditions,commercial negotiations, changes in law or government policy, and otherfactors, many of which are beyond the control of the Company. Theforward-looking statements contained in this document are made as of the dateof this document and the Company does not undertake any obligation to updatepublicly or revise any of the forward-looking statements contained in thisdocument, whether as a result of new information, future events or otherwise,except as required by law. The forward-looking statements contained in thisdocument are expressly qualified by this cautionary note.Cautionary Note for Royal Dutch Shell plcThis document contains forward-looking statements concerning the financialcondition, results of operations and businesses of Royal Dutch Shell plc. Allstatements other than statements of historical fact are, or may be deemed tobe, forward-looking statements. Forward-looking statements are statements offuture expectations that are based on management's current expectations andassumptions and involve known and unknown risks and uncertainties that couldcause actual results, performance or events to differ materially from thoseexpressed or implied in these statements. Forward-looking statements include,among other things, statements concerning the potential exposure of Royal DutchShell to market risks and statements expressing management's expectations,beliefs, estimates, forecasts, projections and assumptions. Theseforward-looking statements are identified by their use of terms and phrasessuch as ``anticipate'', ``believe'', ``could'', ``estimate'', ``expect'',``intend'', ``may'', ``plan'', ``objectives'', ``outlook'', ``probably'',``project'', ``will'', ``seek'', ``target'', ``risks'', ``goals'', ``should''and similar terms and phrases. There are a number of factors that could affectthe future operations of Royal Dutch Shell and could cause those results todiffer materially from those expressed in the forward-looking statementsincluded in this Report, including (without limitation): (a) price fluctuationsin crude oil and natural gas; (b) changes in demand for the Group's products;(c) currency fluctuations; (d) drilling and production results; (e) reserveestimates; (f) loss of market and industry competition; (g) environmental andphysical risks; (h) risks associated with the identification of suitablepotential acquisition properties and targets, and successful negotiation andcompletion of such transactions; (i) the risk of doing business in developingcountries and countries subject to international sanctions; (j) legislative,fiscal and regulatory developments including potential litigation andregulatory effects arising from recategorisation of reserves; (k) economic andfinancial market conditions in various countries and regions; (l) politicalrisks, project delay or advancement, approvals and cost estimates; and (m)changes in trading conditions. All forward-looking statements contained in thisdocument are expressly qualified in their entirety by the cautionary statementscontained or referred to in this section. Readers should not place unduereliance on forward-looking statements. Each forward-looking statement speaksonly as of the date of this document. Neither Royal Dutch Shell nor any of itssubsidiaries undertake any obligation to publicly update or revise anyforward-looking statement as a result of new information, future events orother information. In light of these risks, results could differ materiallyfrom those stated, implied or inferred from the forward-looking statementscontained in this document.Please refer to the Royal Dutch Shell plc's Annual Report on Form 20-F for theyear ended December 31, 2005 for a description of certain important factors,risks and uncertainties that may affect the Company's businesses.For more information, contact:Shell Canada Limited:Investor Inquiries:Ken Lawrence, Manager, Investor Relations+1 403 691-2175Media Inquiries:Janet Rowley, General Manager, Public Affairs+1 403 691-3899Web site: shell.caRoyal Dutch Shell plc:Investor Inquiries:UK: Gerard Paulides +44 20 7934 6287Continental Europe: Tjerk Huysinga +31 70 377 3996USA: Harold Hatchett: +1 212 218 3112Media Inquiries:UK and International: +44 20 7934 6238/5963/3453/4323/2713The Netherlands: +31 70 377 8750ENDROYAL DUTCH SHELL PLCRelated Shares:
RDSA.LRDSB.L