CNOOC Limited intends to voluntarily delist from the Toronto Stock Exchange
HONG KONG, December 17, 2021 / CNW / – CNOOC Limited (the “Society“, SEHK: 00883, TSX: CNU) announces that it has filed a voluntary delisting request from its American Depositary Receipts (“ADR“) of the Toronto Stock Exchange (“TSX“) in Canada. Subject to the acceptance of this request by the TSX, it is expected that ADRs will be delisted from the TSX as of the close of trading on December 31, 2021.
The Company has decided to pursue the voluntary delisting of ADRs from the TSX following the delisting of ADRs from the NYSE effective at the close of trading on October 22, 2021 (Eastern Standard Time).
Securityholder approval for delisting from ADRs will not be sought because the liquidity event meets the requirements of Section 720 (b) of the TSX Company Handbook, and for which all material conditions have been met. and the probability of non-fulfillment is low.
In arriving at the decision to delist from TSX, the Company considered, among other things, the delisting of ADRs from the NYSE and its effects on TSX listing, minimum trading volumes at the TSX, the burdens associated with listing on the TSX and the availability of an alternative market for the underlying common shares on the Hong Kong Stock Exchange (the “HKSE“).
The common shares of the Company will continue to be listed and traded on the HKSE under the stock code “00883”. The delisting from the TSX is not expected to adversely affect the day-to-day operations of the Company. Concurrent with delisting the company from the TSX, the company applied for an order under Canadian securities laws directing it to cease to be a reporting issuer in effect. Ontario and Alberta.
JPMorgan Chase Bank, NA is the custodian of ADRs and plans to notify ADR holders of the termination of the deposit agreement between the Company, JPMorgan Chase Bank, NA and the ADR holders (the “Deposit Agreement“) on or about December 31, 2021 together with delisting. ADR holders may, after termination of the Custodian Agreement, deliver their ADRs to JPMorgan Chase Bank, NA in exchange for ordinary shares of the Company subject to the terms of the Custodian Agreement. Each ADR may be canceled for delivery of 100 common shares of the Company, which are listed for trading on the HKSE (the “Conversion of ordinary shares“). Holders of ADRs in Canadian brokerage accounts are encouraged to contact their brokers regarding the exchange of their ADRs into common shares of the Company to ensure that such brokers are able to receive the common shares into their account. Alternatively, JPMorgan Chase Bank, NA will sell the underlying common stock and hold the net proceeds thereof in a segregated account in trust for the benefit of the unceded ADR holders after the expiration of a period. six months or less following the termination date determined in accordance with this Deposit Agreement (the “Converting to cash“and, together with the Conversion of Ordinary Shares, collectively, the”Liquidity event“).
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Notes to Editors:
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This press release contains “forward-looking statements” within the meaning of the United States Private Securities Litigation Reform Act of 1995, including statements regarding expected future events, a business prospectus or financial results. The words “expect”, “anticipate”, “continue”, “estimate”, “objective”, “in progress”, “may”, “will”, “project”, “should”, “believe”, ” plan, “” intentions “and similar expressions are intended to identify such forward-looking statements.
These statements are based on assumptions and analyzes made by the Company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors that the Company deems appropriate in the light of circumstances. However, the question of whether actual results and developments will meet the Company’s expectations and forecasts depends on a number of risks and uncertainties which could cause actual results, performance and financial position to differ materially. expectations of the Company, including, but not limited to, the Company and its controlling shareholder listed in the United States for sanctioning companies with suspected ties to the Chinese military, those associated with the fluctuations prices of crude oil and natural gas, macro-political and economic factors, changes in the tax and tax regimes of the host countries in which we operate, the highly competitive nature of the oil and gas industry, liability environmental and compliance requirements, the Company’s price forecasts, exploration and development activities, activities mergers, acquisitions and divestitures, HSSE and insurance policies and changes in the fight against corruption, fraud, money laundering and corporate governance laws. For a description of these and other risks and uncertainties, please see the documents the Company files from time to time with the United States Securities and Exchange Commission, including the annual report on Form 20-F filed. in April of the last fiscal year. Accordingly, all forward-looking statements contained in this press release are qualified by these cautionary statements. The Company cannot guarantee that the anticipated results or developments will materialize or, even if they materialize substantially, that they will have the expected effect on the Company, its activity or its operations.
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For more information, please contact:
M / s. Jing liu
Manager, Media and Public Relations
Phone. : + 86-10-8452-3404
Fax: + 86-10-8452-1441
Mr. Lapin Lee
Porda Havas International Financial Communication Group
Phone. : + 852-3150-6707
Fax: + 852-3150-6728
SOURCE CNOOC Limited
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