COST: 6.6 $B
VOLUMES: 129.5 MBOE/d
CALGARY, March 21, 2016 /PRNewswire/ - Suncor and Canadian Oil Sands Limited ("COS") announced today that Suncor's acquisition of COS has been completed following shareholder approval of an amalgamation agreement at a special meeting of COS shareholders this morning. Suncor, through a wholly owned subsidiary, acquired 76,752,122 COS shares (representing approximately 15.8 per cent of the outstanding COS shares) and now owns 484,614,325 COS shares (representing 100 per cent) of the issued and outstanding COS shares.
"Today marks the final step required to complete the COS acquisition," said Steve Williams, Suncor president and chief executive officer. "We're looking forward to working cooperatively with Syncrude to steadily improve asset performance, reduce costs and explore synergy opportunities."
COS shareholders whose COS shares were acquired today through the Amalgamation will receive 0.28 of a Suncor common share for each COS share held (subject to rounding for fractional shares). They will be paid in accordance with the terms of the Amalgamation (as described more fully in the COS management proxy circular and related meeting materials mailed to COS shareholders in advance of the meeting and which are available on SEDAR under COS' profile at www.sedar.com). Based on today's closing trading price of Suncor's common shares on the Toronto Stock Exchange, the acquisition of shares today represents an implied acquisition price of $10.17 per COS share.
The COS shares are expected to be de-listed from the Toronto Stock Exchange effective immediately following the close of trading on March 23, 2016. COS has also submitted an application with the Alberta Securities Commission, as principal regulator, and with the securities regulatory authorities in each of the other provinces in Canada, to cease to be a reporting issuer under the applicable securities laws of each such province as soon as practicable.
Suncor Energy is Canada's leading integrated energy company. Suncor's operations include oil sands development and upgrading, conventional and offshore oil and gas production, petroleum refining, and product marketing under the Petro-Canada brand. A member of Dow Jones Sustainability indexes, FTSE4Good and CDP, Suncor is working to responsibly develop petroleum resources while also growing a renewable energy portfolio. Suncor is listed on the UN Global Compact 100 stock index and the Corporate Knights' Global 100. Suncor's common shares (symbol: SU) are listed on the Toronto and New York stock exchanges. Suncor's address is 150 6th Avenue SW, Calgary Alberta T2P 3E3.
For more information about Suncor, visit our web site at suncor.com, follow us on Twitter @SuncorEnergy, or come and See what Yes can do.
SOURCE Suncor Energy Inc.
(All dollar amounts referenced are in Canadian dollars)
CALGARY, Feb. 22, 2016 /PRNewswire/ - Suncor announced today that its Offer for all of the common shares and accompanying rights of Canadian Oil Sands Limited ("COS") has expired and that a total of approximately 84.2 per cent of COS shares equating to approximately 408,097,416 common shares and accompanying rights have been tendered to Suncor's Offer.
Since Suncor's initial take up of shares on Feb. 5, 2016, approximately 11.4 per cent of additional COS shares equating to approximately 55,195,265 common shares and accompanying rights have been tendered. Suncor will take up all additional shares that were validly tendered into the Offer and not withdrawn and those shares will be paid for in accordance with the terms of the Offer.
COS shareholders whose shares are taken up today will receive 0.28 of a common share of Suncor for each COS share (subject to rounding for fractional shares), which will be paid in accordance with the terms of the Offer. Based on today's closing trading price of Suncor's common shares on the Toronto Stock Exchange, the take up of shares today represents an implied acquisition price of $9.49 per COS share.
Following this additional take-up of shares, Suncor expects to complete a subsequent acquisition transaction to acquire the remaining COS shares, as outlined below.
COS shareholder meeting
In addition, COS announced today that it has entered into an amalgamation agreement with Suncor and certain wholly owned subsidiaries of Suncor, under which a subsequent acquisition transaction will be completed by way of an amalgamation of COS and a wholly-owned subsidiary of Suncor (the "COS Amalgamation"). A special meeting of COS shareholders will be held to consider this transaction on March 21, 2016 at 10:30 am (MT) at the Telus Convention Centre, 120 – 9th Avenue S.E., in Calgary, Alberta.
As Suncor exercises control and direction over greater than 66⅔% of the outstanding COS shares, it is in a position to ensure the successful outcome of the shareholder vote in respect of this subsequent acquisition transaction. Once this transaction is completed, all COS shares that remain outstanding will be acquired for the same consideration offered in the Offer. Further details regarding this subsequent acquisition transaction are contained in the COS information circular and related meeting materials which are being mailed to COS shareholders in advance of the meeting and which are available on SEDAR under COS' profile at sedar.com. COS shareholders are urged to review the circular and related materials carefully and in their entirety.
Shortly after completion of the subsequent acquisition transaction, COS expects that its common shares will be de-listed from the Toronto Stock Exchange and that an application will be made to have COS cease to be a reporting issuer in all provinces of Canada. Once the de-listing occurs, an additional amalgamation is anticipated whereby Suncor Energy Ventures Corporation (a direct wholly-owned subsidiary of Suncor) and the entity resulting from the COS Amalgamation will undertake a subsequent amalgamation. This newly amalgamated entity will also be named Suncor Energy Ventures Corporation and will continue to carry on the business and operations of COS with all of its assets and liabilities as a direct wholly-owned subsidiary of Suncor.
NOTICE TO U.S. HOLDERS
The offering of Suncor shares in connection with the COS Amalgamation is being made by a Canadian issuer pursuant to a multijurisdictional disclosure system adopted by the United States that permits the circular for the COS Amalgamation and related meeting materials (collectively. the "Amalgamation Documents") to be prepared in accordance with the disclosure requirements of Canada. Shareholders in the United States should be aware that such requirements are different from those of the United States. The financial statements included or incorporated by reference in the Amalgamation Documents have been prepared in accordance with International Financial Reporting Standards, and are subject to Canadian auditing and auditor independence standards, and thus may not be comparable to financial statements of U.S. companies.
Shareholders in the United States should be aware that the disposition of their COS shares and the acquisition of Suncor's common shares by them as described in the Amalgamation Documents may have tax consequences both in the United States and in Canada. Such consequences for shareholders who are resident in, or citizens of, the United States may not be described fully in the Amalgamation Documents.
The enforcement by shareholders of civil liabilities under U.S. federal securities laws may be affected adversely by the fact that each of Suncor, COS and the other Suncor subsidiaries involved with the COS Amalgamation are incorporated under the laws of Canada, that some or all of their respective officers and directors may be residents of a foreign country, that some or all of the experts named in the Amalgamation Documents may be residents of a foreign country and that all or a substantial portion of the assets of Suncor and COS and said persons and other entities may be located outside the United States.
THE SUNCOR COMMON SHARES CONTEMPLATED TO BE DELIVERED IN CONNECTION WITH THE COS AMALGAMATION HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION ("SEC") OR ANY U.S. STATE SECURITIES COMMISSION NOR HAS THE SEC OR ANY U.S. STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THE AMALGAMATION DOCUMENTS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Suncor filed a registration statement on Form F-80 in respect of the COS Amalgamation with the SEC on February 22, 2016, which includes the Amalgamation Documents. This news release is not a substitute for such registration statement or any other documents that Suncor has filed or may file with the SEC or send to shareholders in connection with the COS Amalgamation. INVESTORS AND SHAREHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM F-80, AS IT MAY BE AMENDED FROM TIME TO TIME, AND ALL OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE COS AMALGAMATION AS THEY BECOME AVAILABLE, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain a free copy of the registration statement on Form F-80, as well as other filings containing information about Suncor, at the SEC's website (www.sec.gov).
Forward-Looking Statements
This news release contains certain "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation (collectively, "forward-looking statements"), including statements about the subsequent acquisition transaction, and the timing and completion of a subsequent acquisition transaction, the subsequent de-listing of the COS common shares from the Toronto Stock Exchange, the application for COS to cease to be a reporting issuer in all Provinces of Canada and the further amalgamation involving Suncor Energy Ventures Corporation. Forward-looking statements are not guarantees of future performance and involve a number of risks and uncertainties. Users of this information are cautioned that actual events may differ materially as a result of, among other things, assumptions that Suncor and COS will receive all necessary approvals, certificates and registrations in connection with such transactions and applications in the timelines and in a manner consistent with Suncor's current expectations.
Although Suncor believes that the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct. Suncor's Offer documents, including its take-over bid circular and all amendments thereto, the Amalgamation Documents, Suncor's fourth quarter report to shareholders dated February 3, 2016, Suncor's 2014 Annual Report and Suncor's most recently filed Annual Information Form/Form 40-F and other documents Suncor and COS file from time to time with securities regulatory authorities describe the risks, uncertainties, material assumptions and other factors that could influence actual results and such risk factors are incorporated herein by reference.
Copies of these documents are available, and copies of Suncor's early warning report to be filed in connection with the additional take-up COS shares under the Offer will be available, without charge from the Corporate Secretary of Suncor Energy Inc. at 150 6th Avenue S.W., Calgary, Alberta T2P 3E3, by calling 1-800-558-9071, or by email request to invest@suncor.com or by referring to Suncor's profile on SEDAR at sedar.com (and, where applicable, on EDGAR at sec.gov) or, in the case of the Offer documents and the Amalgamation Documents, by referring to the COS profile on SEDAR at sedar.com or Suncor's profile on EDGAR at sec.gov. Except as required by applicable securities laws, Suncor disclaims any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Suncor's actual results may differ materially from those expressed or implied by its forward-looking statements, so readers are cautioned not to place undue reliance on them.
Suncor Energy is Canada's leading integrated energy company. Suncor's operations include oil sands development and upgrading, conventional and offshore oil and gas production, petroleum refining, and product marketing under the Petro-Canada brand. A member of Dow Jones Sustainability indexes, FTSE4Good and CDP, Suncor is working to responsibly develop petroleum resources while also growing a renewable energy portfolio. Suncor is listed on the UN Global Compact 100 stock index and the Corporate Knights' Global 100. Suncor's common shares (symbol: SU) are listed on the Toronto and New York stock exchanges.
NOT AN OFFER
This press release does not constitute an offer to buy or sell, or an invitation or a solicitation of an offer to buy or sell any securities of COS or Suncor. The offering of Suncor shares in connection with the COS Amalgamation is made exclusively by means of, and subject to the terms and conditions set out in, the Amalgamation Documents, as they may be amended from time to time.
For more information about Suncor, visit our web site at suncor.com, follow us on Twitter @SuncorEnergy, or come and See what Yes can do.
SOURCE Canadian Oil Sands Limited
CALGARY, Feb. 8, 2016 /PRNewswire/ - (TSX: COS) — Canadian Oil Sands Limited ("COS") today announced the new membership of the COS Board of Directors and senior leadership team.
Effective immediately, COS Board is now composed of the following individuals:
Effective immediately, COS senior leadership team is now composed of the following individuals:
Biographies of the new COS Board members and senior leadership team are available on Canadian Oil Sands' website at www.cdnoilsands.com.
SOURCE Canadian Oil Sands Limited
CALGARY, Jan. 22, 2016 /PRNewswire/ - Suncor Energy Inc. (TSX: SU; NYSE: SU) and Canadian Oil Sands Limited (TSX: COS) today announced the filing and mailing of a notice of variation and change to Suncor's offer and a notice of change to the COS directors' circular. These changes relate to the previously announced increase in the original offer to COS shareholders to 0.28 of a Suncor share for each COS share (the "Amended Offer"). The Amended Offer also provides for, among other things, an extension of the expiration time for the offer to 4:00 p.m. (MT) on Friday, February 5, 2016.
The COS Board has received a fairness opinion from its financial advisor, RBC Capital Markets, that, as of the date thereof and based upon and subject to the assumptions, qualifications and limitations stated in the opinion, the amended consideration to be offered under the Offer is fair, from a financial point of view, to COS shareholders. The COS Board unanimously recommends that COS shareholders accept and tender their shares to the Amended Offer.
Suncor's notice of variation and change with respect to the Amended Offer has been mailed to registered security holders of COS and has been filed on COS' SEDAR profile. In addition, COS' notice of change to its directors' circular with respect to the Amended Offer has been mailed by COS to registered security holders of COS and has been filed on COS' SEDAR profile. COS shareholders are urged to review this document carefully and in its entirety.
About Suncor's Offer to COS shareholders
Full details of the Amended Offer and the related documents including the notice of variation and change and the COS notice of change are available under the COS profile at sedar.com, through Suncor's website at suncorofferforcanadianoilsands.com and through COS' website at cdnoilsands.com.
To accept this Amended Offer, COS shareholders must tender their shares. Please contact D.F. King, who has been retained as Suncor's information agent for instructions at:
Toll Free in North America: 1-866-521-4427
Banks, Brokers and Collect Calls: 1-201-806-7301
Toll Free Facsimile: 1-888-509-5907
Email: inquiries@dfking.com
Canadian Oil Sands shareholders with questions should contact Kingsdale Shareholder Services , COS' information agent and strategic shareholder services and communications advisor:
Toll Free in North America: 1-866-851-3215
Outside North America, Banks and Brokers Call Collect: 1-416-867-2272
Facsimile: 1-416-867-2271
Email: mailto:contactus@kingsdaleshareholder.com
NOTICE TO U.S. HOLDERS
The Amended Offer (referred to as the "Offer" in this advisory) is being made for the securities of a Canadian issuer by a Canadian issuer that is permitted, under a multijurisdictional disclosure system adopted by the United States, to prepare the Offer documents in accordance with the disclosure requirements of Canada. Shareholders in the United States should be aware that such requirements are different from those of the United States. The financial statements included or incorporated by reference in the Offer documents have been prepared in accordance with International Financial Reporting Standards, and are subject to Canadian auditing and auditor independence standards, and thus may not be comparable to financial statements of U.S. companies.
Shareholders in the United States should be aware that the disposition of their shares in COS ("Shares") and the acquisition of Suncor common shares by them as described in the Offer documents may have tax consequences both in the United States and in Canada. Such consequences for shareholders who are resident in, or citizens of, the United States may not be described fully in the Offer documents.
The enforcement by shareholders of civil liabilities under U.S. federal securities laws may be affected adversely by the fact that each of Suncor and COS are incorporated under the laws of Canada, that some or all of their respective officers and directors may be residents of a foreign country, that some or all of the experts named in the Offer documents may be residents of a foreign country and that all or a substantial portion of the assets of Suncor and COS and said persons may be located outside the United States.
THE SUNCOR COMMON SHARES OFFERED AS CONSIDERATION IN THE OFFER DOCUMENTS HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION ("SEC") OR ANY U.S. STATE SECURITIES COMMISSION NOR HAS THE SEC OR ANY U.S. STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THE OFFER AND CIRCULAR. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Shareholders should be aware that, during the period of the Offer, Suncor or its affiliates, directly or indirectly, may bid for or make purchases of Suncor common shares or Shares, or certain related securities, as permitted by applicable law or regulations of the United States, Canada or its provinces or territories.
Suncor (i) filed an initial registration statement on Form F-80 in respect of the Offer with the SEC on October 5, 2015 and (ii) is filing a further registration statement on Form F-80 in respect of the Offer with the SEC on or about January 22, 2016, which includes documents related to the Offer. This news release is not a substitute for such registration statements or any other documents that Suncor has filed or may file with the SEC or send to shareholders in connection with the Offer. INVESTORS AND SHAREHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS ON FORM F-80 AND ALL OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE OFFER AS THEY BECOME AVAILABLE, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain a free copy of the registration statement on Form F-80, as well as other filings containing information about Suncor, at the SEC's website (www.sec.gov).
About Suncor
Suncor Energy is Canada's leading integrated energy company. Suncor's operations include oil sands development and upgrading, onshore and offshore oil and gas production, petroleum refining, and product marketing under the Petro-Canada brand. A member of Dow Jones Sustainability indexes, FTSE4Good and CDP, Suncor is working to responsibly develop petroleum resources while also growing a renewable energy portfolio. Suncor is listed on the UN Global Compact 100 stock index and the Corporate Knights' Global 100. Suncor's common shares (symbol: SU) are listed on the Toronto and New York stock exchanges.
For more information about Suncor, visit our web site at suncor.com, follow us on Twitter @SuncorEnergy, or come and See what Yes can do.
About COS
COS holds a 36.74 percent interest in the Syncrude project, the largest producer of light, sweet synthetic oil from Canada's oil sands. As a pure play in Syncrude, COS provides investors with long-life, light crude oil exposure and since 2001 has paid dividends totaling $7.9 billion.
SOURCE Canadian Oil Sands Limited
Amended offer increases exchange ratio to 0.28 of a Suncor share for each COS share
Amended offer supported by COS Board and Seymour Schulich
Amended offer expected to expire at 4:00 p.m. (MT) on February 5, 2016
Shareholders are urged to tender their shares
(All dollar amounts referenced are in Canadian dollars)
CALGARY, Jan. 18, 2016 /CNW/ - Suncor Energy Inc. (TSX: SU; NYSE: SU) and Canadian Oil Sands Limited (TSX: COS) are pleased to announce that they have reached an agreement to support the offer by Suncor to purchase all of the shares of COS.
Under the terms of the support agreement (the "Agreement") Suncor has agreed to amend its offer (the "Amended Offer") to provide for an increase in the original offer to COS shareholders to 0.28 of a Suncor share for each COS share. The Amended Offer, with a total aggregate transaction value of approximately $6.6 billion including COS' estimated debt of $2.4 billion, has the support of the Boards of Directors of both companies.
The COS Board has received an opinion from its financial advisor, RBC Capital Markets, that, as of January 17, 2016, the consideration under the Amended Offer is fair, from a financial point of view, to COS shareholders. The COS Board has determined that the Amended Offer is in the best interests of COS and recommends that shareholders tender to the Amended Offer.
"We are pleased to have the support of the COS Board of Directors and shareholders, including Seymour Schulich, and have been advised of their intent to tender their shares" said Steve Williams, Suncor's president and chief executive officer. "We believe this transaction delivers excellent value to COS shareholders while maintaining Suncor's commitment to capital discipline, providing both companies' shareholders with near and long-term value. Together, we're bringing this full, fair and final offer to COS shareholders and we encourage everyone to tender their shares."
"Since Suncor made its initial offer, our Board has remained steadfast in our commitment to maximize value for all shareholders. This agreement fulfills that commitment, providing our shareholders with a higher exchange ratio for their shares despite a 37 percent decline in spot oil prices," said Don Lowry, Chairman of Canadian Oil Sands. "Our shareholders clearly signaled they expected more for their COS shares, and the Board has worked to secure that under very challenging circumstances. Given the current market for energy equities, we recommend shareholders tender their shares to Suncor's improved offer."
"I am pleased that working in conjunction with the COS Board, together we have been able to improve the terms of the offer for our shares. I will be tendering my shares, and consistent with the COS Board's recommendation, I encourage my fellow shareholders to tender their shares" said Seymour Schulich, a major holder of COS shares.
A notice of variation and extension for the Amended Offer is expected to be mailed to registered security holders of COS by the end of this week and will be filed on COS' SEDAR profile. The Amended Offer will include an extension of the expiry time which is currently anticipated to be extended to 4:00 p.m. (MT) on February 5, 2016. COS shareholders are urged to carefully review this document in its entirety.
The Amended Offer is subject to certain conditions, including the acquisition by Suncor of at least 51% of the outstanding Shares (calculated on a fully-diluted basis) being validly tendered under the Amended Offer and not withdrawn. This minimum tender condition has been lowered from 66⅔%. Suncor has agreed that if it takes up any Shares, that it will pursue a subsequent acquisition transaction to acquire any shares not tendered to the Amended Offer. As a result of lowering the minimum tender condition to 51%, there have been changes to the expected U.S. federal income tax consequences to accepting the offer and Suncor now expects that the receipt of Suncor common shares in exchange for COS common shares pursuant to the Amended Offer will be a taxable transaction for U.S. federal income tax purposes. COS shareholders are urged to carefully review the amended U.S. federal income tax disclosure to be provided in the notice of variation and extension. The Amended Offer will continue to allow a tax-deferred rollover for Canadian shareholders of COS.
The Agreement provides that COS' Board will issue a notice of change to its directors' circular that will contain its favourable recommendation to COS shareholders, together with the fairness opinion provided by RBC Capital Markets. COS expects to issue and mail the notice of change with Suncor's notice of variation and extension in connection with the Amended Offer. The Agreement contains, among other things, provisions for the suspension of dividends in the first quarter of 2016 by COS, for non-solicitation of competing offers, provided that COS has the right to consider superior proposals from other parties, subject to a right on the part of Suncor to match any such proposal and for a $130 million break fee payable by COS to Suncor in certain circumstances if the offer is not completed.
Shareholders who tender by the expiry date, assuming the Amended Offer conditions are satisfied on that date, will be entitled to receive Suncor's first quarter 2016 dividend anticipated to be paid in late March, 2016.
JP Morgan and CIBC World Markets are financial advisors to Suncor. Blake, Cassels & Graydon LLP and Sullivan & Cromwell LLP are Suncor's legal advisors. RBC Capital Markets is COS' financial advisor. COS' legal advisors are Osler, Hoskin & Harcourt LLP and Norton Rose Fulbright Canada LLP (advisor to the COS Board). COS' strategic shareholder services and communications advisor is Kingsdale Shareholder Services.
About Suncor's Offer to COS shareholders
Full details of the Amended Offer and the related documents including, once filed, the notice of variation and extension and the notice of change, are, or will be, available under the COS profile at sedar.com and through Suncor's website at suncorofferforcanadianoilsands.com.
To accept this Amended Offer, COS shareholders must tender their shares. Please contact D.F. King, who has been retained as Suncor's information agent for instructions at:
Toll Free in North America: 1-866-521-4427
Banks, Brokers and Collect Calls: 1-201-806-7301
Toll Free Facsimile: 1-888-509-5907
Email: inquiries@dfking.com
NOTICE TO U.S. HOLDERS
The Amended Offer (referred to as the "Offer" in this advisory) is being made for the securities of a Canadian issuer by a Canadian issuer that is permitted, under a multijurisdictional disclosure system adopted by the United States, to prepare the Offer documents in accordance with the disclosure requirements of Canada. Shareholders in the United States should be aware that such requirements are different from those of the United States. The financial statements included or incorporated by reference in the Offer documents have been prepared in accordance with International Financial Reporting Standards, and are subject to Canadian auditing and auditor independence standards, and thus may not be comparable to financial statements of U.S. companies.
Shareholders in the United States should be aware that the disposition of their shares in COS ("Shares") and the acquisition of Suncor common shares by them as described in the Offer documents may have tax consequences both in the United States and in Canada. Such consequences for shareholders who are resident in, or citizens of, the United States may not be described fully in the Offer documents.
The enforcement by shareholders of civil liabilities under U.S. federal securities laws may be affected adversely by the fact that each of Suncor and COS are incorporated under the laws of Canada, that some or all of their respective officers and directors may be residents of a foreign country, that some or all of the experts named in the Offer documents may be residents of a foreign country and that all or a substantial portion of the assets of Suncor and COS and said persons may be located outside the United States.
THE SUNCOR COMMON SHARES OFFERED AS CONSIDERATION IN THE OFFER DOCUMENTS HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION ("SEC") OR ANY U.S. STATE SECURITIES COMMISSION NOR HAS THE SEC OR ANY U.S. STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY OF THE OFFER AND CIRCULAR. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
Shareholders should be aware that, during the period of the Offer, Suncor or its affiliates, directly or indirectly, may bid for or make purchases of Suncor common shares or Shares, or certain related securities, as permitted by applicable law or regulations of the United States, Canada or its provinces or territories.
On October 5, 2015 Suncor filed a registration statement on Form F-80, as amended from time to time, which includes the documents related to the Offer, with the SEC in respect of the Offer. This news release is not a substitute for such registration statement or any other documents that Suncor has filed or may file with the SEC or send to shareholders in connection with the Offer. INVESTORS AND SHAREHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENT ON FORM F-80 AND ALL OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC IN CONNECTION WITH THE OFFER AS THEY BECOME AVAILABLE, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION. You will be able to obtain a free copy of the registration statement on Form F-80, as well as other filings containing information about Suncor, at the SEC's website (www.sec.gov).
Forward-Looking Statements
This news release contains certain "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation (collectively, "forward-looking statements"), including statements about: the timing of mailing of the notice of change and variation in respect of the Amended Offer, the expected new expiry time of the offer and the value of the offer for COS shareholders, the short and long term benefits of owning shares in Suncor, all of which are based on Suncor's and COS', as applicable, current expectations, estimates, projections and assumptions. Although each of Suncor and COS, as applicable, believes that the expectations represented by such forward-looking statements are reasonable, there can be no assurance that such expectations will prove to be correct, so readers are cautioned not to place undue reliance on them. Forward-looking statements are not guarantees of future events occurring or of future performance and involve a number of risks and uncertainties, some that are similar to other oil and gas companies and some that are unique to Suncor and/or COS. Users of this information are cautioned that actual events and results may differ materially as a result of, among other things, assumptions regarding expected timing, synergies and reduced operating expenditures; volatility of and assumptions regarding oil and gas prices; assumptions regarding timing of commissioning and start-up of capital projects; fluctuations in currency and interest rates; product supply and demand; market competition; risks inherent in marketing operations (including credit risks); imprecision of production and reserves estimates and estimates of recoverable quantities of oil, natural gas and liquids; the ability to access external sources of debt and equity capital; the timing and the costs of well and pipeline construction; assumptions regarding the timely receipt of regulatory and other approvals; the ability to secure adequate product transportation; changes in royalty, tax, environmental and other laws or regulations or the interpretations of such laws or regulations; applicable political and economic conditions; the risk of war, hostilities, civil insurrection, political instability and terrorist threats; assumptions regarding OPEC production quotas; and risks associated with existing and potential future lawsuits and regulatory actions. Readers are cautioned that the foregoing list of risk factors is not exhaustive. Additional information on these and other factors that could affect events and results are included in reports and other documents, including those related to the Offer, by Suncor and COS with the Canadian and United States securities regulatory authorities at sedar.com and at sec.gov.
Except as required by applicable securities laws, each of Suncor and COS disclaims any intention or obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
About Suncor
Suncor Energy is Canada's leading integrated energy company. Suncor's operations include oil sands development and upgrading, onshore and offshore oil and gas production, petroleum refining, and product marketing under the Petro-Canada brand. A member of Dow Jones Sustainability indexes, FTSE4Good and CDP, Suncor is working to responsibly develop petroleum resources while also growing a renewable energy portfolio. Suncor is listed on the UN Global Compact 100 stock index and the Corporate Knights' Global 100. Suncor's common shares (symbol: SU) are listed on the Toronto and New York stock exchanges.
For more information about Suncor, visit our web site at suncor.com, follow us on Twitter @SuncorEnergy, or come and See what Yes can do.
About COS
COS holds a 36.74 percent interest in the Syncrude project, the largest producer of light, sweet synthetic oil from Canada's oil sands. As a pure play in Syncrude, COS provides investors with long-life, light crude oil exposure and since 2001 has paid dividends totaling $7.9 billion.
SOURCE Canadian Oil Sands Limited
Urges Suncor to Be Clear with the Market on the Extent of Rejection
CALGARY, Jan. 11, 2016 /PRNewswire/ - Canadian Oil Sands Limited (TSX: COS) (OTCQX: COSWF) ("COS" or "Canadian Oil Sands") acknowledges the overwhelming rejection of Suncor Energy Inc.'s ("Suncor") substantially undervalued and opportunistic hostile bid. Canadian Oil Sands believes Suncor has an obligation to disclose material facts on its bid to COS shareholders, including the actual tender results and calls on Suncor to immediately meet this obligation.
"Our Board has heard the message Canadian Oil Sands shareholders have sent loud and clear in overwhelmingly rejecting Suncor's hostile bid and the value you place on the assets you own," said Donald Lowry, Chairman of Canadian Oil Sands. "We will continue to work hard on your behalf to maximize value in the existing business and to surface opportunities for additional value."
Suncor has campaigned for months for Canadian Oil Sands shareholders to have their say, and now they have spoken. While only Suncor has access to all the tender results, the best information that COS currently has is that a strong majority of COS shareholders rejected the substantially undervalued and opportunistic Suncor bid.
Despite failing to obtain a "significant show of support" by Canadian Oil Sands shareholders as Suncor indicated was required, Suncor has chosen to extend its bid to January 27, 2016 without any changes. Canadian Oil Sands' Board continues to strongly recommend shareholders not tender to this substantially undervalued and opportunistic bid.
"We believe there is a fundamental disconnect between what Suncor led the market to believe they would have and what they actually have," Lowry added. "Suncor can now be transparent to our shareholders by disclosing the exact amount tendered."
COS believes that immediate disclosure of the number of shares tendered is required under Canadian and U.S. securities law in this situation as a material fact that would reasonably be expected to affect the decision of shareholders to accept or reject the Suncor bid, particularly given the repeated specific statements by Suncor in respect of expected shareholder support and tenders.
To REJECT the Suncor bid, simply TAKE NO ACTION.
For further information, please visit our website at www.rejectsuncor.ca or contact our information agent, Kingsdale Shareholder Services at 1-866-851-3215 or contactus@kingsdaleshareholder.com |
How to Withdraw Tendered Shares:
Shareholders with questions about the offer or who have tendered their COS shares to the Suncor offer and wish to withdraw them can do so by contacting their broker or COS' information agent and advisor, Kingsdale Shareholder Services at 1-866-851-3215 or contactus@kingsdaleshareholder.com.
Ticker Symbols
Toronto Stock Exchange: COS
OTCQX: COSWF
Canadian Oil Sands Limited
COS holds a 36.74 percent interest in the Syncrude project, the largest producer of light, sweet synthetic oil from Canada's oil sands. As a pure play in Syncrude, COS provides investors with long-life, light crude oil exposure and since 2001 has paid dividends totaling $7.9 billion.
For more information please visit www.rejectsuncor.ca
SOURCE Canadian Oil Sands Limited
CALGARY, Jan. 8, 2016 /PRNewswire/ - Canadian Oil Sands Limited (TSX: COS)(OTCQX: COSWF) ("COS" or "Canadian Oil Sands") advises shareholders to take no action on Suncor Energy Inc.'s ("Suncor") altered hostile bid, which simply extends the expiry from January 8, 2016 to January 27, 2016.
"Extending the expiry of Suncor's bid does not change the fact that it is substantially undervalued and opportunistic," said Donald Lowry, Chairman of Canadian Oil Sands. "With the help of external financial and legal advisors, we considered a full range of alternatives, including a full or partial sale to other parties, a royalty financing and were open to any other opportunities, including an approach from Suncor that never materialized. Since nothing about this bid has changed other than the date, we remain steadfast in our conclusion that there is more value for shareholders in a strong, independent Canadian Oil Sands."
Lowry also noted it is not surprising Suncor has failed to meet the minimum tender requirement based on the overwhelming support Canadian Oil Sands has received from both large and small shareholders.
While Suncor will continue to fear monger, shareholders are reminded of the facts:
COS has the financial resources to weather the current downturn.
COS' key asset, Syncrude, has entered a new low-cost era of production.
COS has significant inherent value as an independent company.
The Board continues to take steps to lower costs including the reduction in the number and pay of Directors and the level of G&A expense at COS. Our target for 2016 is a 20 percent reduction to better align with Syncrude cost reductions and the reality of today's oil prices.
To REJECT the Suncor bid, simply TAKE NO ACTION. |
How to Withdraw Tendered Shares:
Shareholders with questions about the offer or who have tendered their COS shares to the Suncor offer and wish to withdraw them can do so by contacting their broker or COS' information agent and advisor, Kingsdale Shareholder Services at 1-866-851-3215 or contactus@kingsdaleshareholder.com.
Ticker Symbols
Toronto Stock Exchange: COS
OTCQX: COSWF
Canadian Oil Sands Limited
COS holds a 36.74 percent interest in the Syncrude project, the largest producer of light, sweet synthetic oil from Canada's oil sands. As a pure play in Syncrude, COS provides investors with long-life, light crude oil exposure and since 2001 has paid dividends totaling $7.9 billion.
For more information please visit www.rejectsuncor.ca
Forward-Looking Information
This press release of Canadian Oil Sands Limited (the "Corporation") contains forward-looking information (as defined in the Securities Act (Alberta)) and statements (collectively, "forward-looking statements") that are based on expectations, estimates and projections as of the date of the video. These forward-looking statements can often, but not always, be identified by the use of forward-looking terminology such as "anticipate", "expect", "believe", "plan", "intend" or similar words suggesting future outcomes.
Examples of such forward-looking statements in this press release include, but are not limited to: the belief that the Corporation can cover operating and capital costs and pay the dividend in a low oil price environment; expectations regarding operating costs, capital expenditures and production at Syncrude; future oil prices and the belief that oil prices will recover; the belief that the Corporation's share price will benefit from rising oil prices; the belief that the Corporation's shareholders will benefit more than Suncor shareholders from rising oil prices; and the anticipated reduction in the level of the Corporation's G&A expense in 2016.
You are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. Actual results may differ materially from those expressed or implied by the forward-looking statements. The directors' circular of the Corporation dated October 19, 2015, the Corporation's Guidance Documents, the Corporation's Annual Information Form dated February 24, 2015 and the reports and filings made with securities regulatory authorities from time to time by the Corporation describe the assumptions and risks underlying the forward-looking statements. Copies of these documents are available on the Corporation's profile on SEDAR at www.sedar.com or on the Corporation's website at www.cdnoilsands.com.
The forward-looking statements contained in this press release are made as of the date of this press release and unless required by law, the Corporation does not undertake any obligation to update publicly or revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
SOURCE Canadian Oil Sands Limited
CALGARY, Jan. 5, 2016 /PRNewswire/ - (TSX: COS) - Canadian Oil Sands Limited shareholder Seymour Schulich has written a letter to shareholders, that is also featured in full page advertisements in the Globe and Mail and Financial Post, urging them to reject Suncor Energy Inc.'s ("Suncor") hostile bid. In the letter, Schulich makes it clear Suncor is "offering an unacceptable price for an irreplaceable asset" and why shareholders should join with him in rejecting Suncor's hostile bid.
The text of Seymour Schulich's letter to shareholders is included below:
To My Fellow Canadian Oil Sands Shareholders:
My name is Seymour Schulich. I am a Chartered Financial Analyst (CFA) specializing in Oil and Gas and was a senior partner for 22 years at one of Canada's largest investment counselling firms. I also worked for Shell Oil early in my career and have been a merchant banker to the Oil and Gas Industry for over 46 years.
I've made a good living making smart investment decisions and thinking long term.
I also know when someone is trying to pull a fast one on me and Suncor is trying to pull a fast one on all of us.
Quite simply, they're offering an unacceptable price for an irreplaceable asset.
Let me tell you why.
Suncor is hoping we are thinking short term, ignoring the benefits we are about to see from recent capital investments at Syncrude, and overlooking the inescapable reality that oil prices will go up.
I am energized by the fact Syncrude has reduced costs in a lower oil price environment, completed major projects on time and under budget, and is generating enough cash flow under a USD $40 per barrel WTI price assumption to fully fund all costs, including capital expenditures and our dividend.
I like that Canadian Oil Sands is closely levered to the price of oil so our investment here will slingshot when –and they will—oil prices rebound and in a way Suncor's broader portfolio prevents. Sure there have been challenges at Syncrude, but there have also been solutions. Suncor knows this because they sit at the table and participate in making the decisions. If they really had a silver bullet that would achieve maximum production efficiency all day, every day, 365 days a year, I assume they would have shared it by now.
Suncor is hoping you don't realize they are willing to pay more. But the facts speak for themselves: In addition to our valuable upgrader and 1.6 billion barrels of reserves, Lease 29 presents an especially attractive opportunity for Suncor. Not only is it closely located to their existing operations but Suncor's North Steepbank mine is nearing the end of its life. That means they need to build a new mine much further away at a much greater cost, or acquire Lease 29 and extend the operations of their existing mining equipment and defer billions of dollars in capital spending.
When you add in the fact that with our shares Suncor would have a 49% de-facto controlling position in Syncrude, there is more than enough evidence that Suncor should –and I believe is willing to—pay more.
The fact is Suncor needs Canadian Oil Sands more than we need them. I have been involved with Canadian Oil Sands for over 13 years. I know what this business can do for its shareholders when oil prices recover. I am confident in my investment in a reliable, viable, standalone Canadian Oil Sands.
I'm not selling at this price and you shouldn't either.
Your fellow shareholder,
[signed]
Seymour Schulich, OC
To REJECT the Suncor bid, simply TAKE NO ACTION.
Do not tender your shares of Canadian Oil Sands Limited.
For further information, please visit our website at www.rejectsuncor.ca or contact our information agent, Kingsdale Shareholder Services at 1-866-851-3215 or contactus@kingsdaleshareholder.com.
How to Withdraw Tendered Shares
Shareholders with questions about the offer or who have tendered their COS shares to the Suncor offer and wish to withdraw them can do so by contacting their broker or COS' information agent and advisor, Kingsdale Shareholder Services at 1-866-851-3215 or contactus@kingsdaleshareholder.com.
Canadian Oil Sands Limited
COS holds a 36.74 percent interest in the Syncrude project, the largest producer of light, sweet synthetic oil from Canada's oil sands. As a pure play in Syncrude, COS provides investors with long-life, light crude oil exposure and since 2001 has paid dividends totaling $7.9 billion.
For more information please visit www.rejectsuncor.ca.
SOURCE Canadian Oil Sands Limited
The alternative to Suncor's bid is compelling and clear: Independence
CALGARY, Jan. 4, 2016 /PRNewswire/ - Canadian Oil Sands Limited (TSX: COS)(OTCQX: COSWF) ("COS" or "Canadian Oil Sands") issued the following declaration that shareholders' interests are best served by remaining independent as a unique, highly valuable company when Suncor Energy Inc.'s ("Suncor") hostile bid expires on January 8, 2016:
Dear Fellow Shareholders,
Acting together in the short term means we can remain independent for the long term.
Suncor's substantially undervalued bid is set to lapse, and when it does they say they will walk away. For all of us, as shareholders, this scenario reveals a far more compelling and valuable alternative: Independence.
Canadian Oil Sands wasn't looking to sell itself, and Suncor's opportunistic bid does not make us conclude that we should now. Your board, with the help of external legal and financial advisors, has considered a full range of alternatives against the Suncor offer, including a full or partial sale to other parties, and a royalty financing. Those alternatives deliver substantially lower risk-adjusted value than the existing assets. Independence is, by far, the better decision.
The principles that guide our investment in Canadian Oil Sands remain strong: A valuable one-of-a-kind asset, a share price poised to rise with the next uplift in oil prices and generations worth of reserves. You invested in Canadian Oil Sands for a pure-play exposure to oil prices, and you have held your investment through unprecedented hard times in the energy sector. Now is the time to secure the future benefits of an independent Canadian Oil Sands:
COS has the financial resources to weather the current downturn.
COS' key asset, Syncrude, has entered a new low-cost era of production.
COS has significant inherent value as an independent company.
The Board continues to take steps to lower costs including the reduction in the number and pay of Directors and the level of G&A expense at COS. Our target for 2016 is a 20 percent reduction to better align with Syncrude cost reductions and the reality of today's oil prices.
Make no mistake, Suncor will try to instill fear in the final hours before its bid expires. But remember, Suncor will only resort to this tactic because it desperately wants what you have: ownership of the largest stake in an irreplaceable, integrated, long-life oil sands project that is poised to return significant value. It is clear a full share of an independent COS is more valuable than a quarter share of Suncor.
Sincerely,
Don Lowry
Chairman of the Board
To REJECT the Suncor bid, simply TAKE NO ACTION. |
How to Withdraw Tendered Shares:
Shareholders with questions about the offer or who have tendered their COS shares to the Suncor offer and wish to withdraw them can do so by contacting their broker or COS' information agent and advisor, Kingsdale Shareholder Services at 1-866-851-3215 or contactus@kingsdaleshareholder.com.
Ticker Symbols
Toronto Stock Exchange: COS
OTCQX: COSWF
Canadian Oil Sands Limited
COS holds a 36.74 percent interest in the Syncrude project, the largest producer of light, sweet synthetic oil from Canada's oil sands. As a pure play in Syncrude, COS provides investors with long-life, light crude oil exposure and since 2001 has paid dividends totaling $7.9 billion.
For more information please visit www.rejectsuncor.ca
Forward-Looking Information
This press release of Canadian Oil Sands Limited (the "Corporation") contains forward-looking information (as defined in the Securities Act (Alberta)) and statements (collectively, "forward-looking statements") that are based on expectations, estimates and projections as of the date of this press release. These forward-looking statements can often, but not always, be identified by the use of forward-looking terminology such as "plans", "predicts", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases, or statements that certain actions, events or results "may", "could", "would", "might" or "will" be taken, occur or be achieved.
Examples of such forward-looking statements in this press release include, but are not limited to: the amount of reserves recoverable and the time frame to recover such reserves; future oil prices; the impact of rising oil prices on the price of the Corporation's common shares; expectations regarding operating expenses, capital expenditures, production at Syncrude, reductions in G & A, and the ability to pay future dividends; the Corporation's financial resources to weather the current downturn; and the impact of the lapsing of the Suncor bid on the price of the Corporation's common shares.
Although the Corporation believes that the assumptions and expectations represented by such forward-looking statements are reasonable and reflect the current views of the Corporation with respect to future events, there can be no assurance that such assumptions and expectations will prove to be correct. The factors and assumptions that impact these forward-looking statements are outlined in our Guidance Documents, Annual Information Form dated February 24, 2015 and Management's Discussion and Analysis that are available on our website at www.cdnoilsands.com or on SEDAR at www.sedar.com.
In addition to being subject to a number of assumptions, forward-looking statements in this press release involve known and unknown risks, uncertainties and other factors that may cause actual results and developments to be materially different from those expressed or implied by such forward-looking statements. The factors and assumptions that impact these assumptions are risks and uncertainties described in the Corporation's Annual Information Form dated February 24, 2015 and in the reports and filings made with securities regulatory authorities from time to time by the Corporation which are available on the Corporation's profile on SEDAR at www.sedar.com and on the Corporation's website at www.cdnoilsands.com.
You are cautioned that the foregoing list of important factors is not exhaustive. Furthermore, the forward-looking statements contained in this press release are made as of the date of this press release and unless required by law, the Corporation does not undertake any obligation to update publicly or revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
SOURCE Canadian Oil Sands Limited
CALGARY, Dec. 29, 2015 /PRNewswire/ - (TSX: COS) — Canadian Oil Sands Limited is mailing a letter to all shareholders advising them to reject Suncor's undervalued and opportunistic bid. It warns shareholders of Suncor's fear-mongering tactics and urges them not to succumb to Suncor's pressure tactics, knowing the value and upside of the asset they currently hold.
To REJECT the Suncor bid, shareholders should simply TAKE NO ACTION. Do not tender your shares of Canadian Oil Sands Limited.
For further information, please visit our website at www.rejectsuncor.ca or contact our information agent, Kingsdale Shareholder Services at 1-866-851-3215 or contactus@kingsdaleshareholder.com.
The text of Canadian Oil Sands' letter to shareholders is included below:
Dear Fellow Shareholders,
Our shareholders have told us they do not support Suncor Energy Inc.'s hostile bid. Suncor knows this and is desperate. To reject the Suncor bid, simply continue to do nothing.
Our shareholders are telling us that now is not the time to sell. Not when oil prices are at historic lows. Not when COS has just completed major projects that secure low-cost production for decades and particularly not when COS is poised to benefit far more than Suncor from an eventual oil price recovery. Our shareholders want to capture the upside of their COS investment, not lock-in the downside.
Our shareholders are telling Suncor the same thing.
Now, knowing shareholders are confident in an independent COS, and seeing little interest in its offer, fear-mongering is the only strategy left for Suncor.
Suncor wants you to believe you have no choice but to accept their substantially undervalued and opportunistic offer. The fact is COS wasn't looking to sell itself before and there is nothing to conclude that just because Suncor made a Hail Mary low-ball bid we should be selling to them now.
The Truth About Suncor's Bid
Suncor wants you to believe that the collapse in oil prices will last forever. But no one – not even Suncor – believes that. Oil prices will recover and COS shareholders will benefit far more than Suncor's. COS share price correlation to WTI has been 98% since January, 2014.
Suncor wants you to believe that COS is at risk in a low oil price environment, but the fact is COS is much more resilient in a "lower-for-longer" oil price environment than Suncor wants you to realize. COS is benefitting from lower costs at Syncrude and has the financial resources to weather low prices. COS has a strong balance sheet, ample liquidity, and no debt maturities until 2019.
Suncor wants you to believe that Syncrude will produce more oil if they own your interest in the project, but it has been an owner for the past six years and not offered any silver bullets; in fact, it has endorsed Syncrude's current reliability plan.
Suncor wants you to believe that production is the only story at Syncrude, and ignores the significant improvements made: $1.3 billion in gross cost reductions in 2015, major projects completed that secure decades of production, and the new, lower-cost structure that will benefit COS shareholders going forward. Suncor knows these cost reductions are real and material, but doesn't want to talk about that.
Suncor Wants Your Interest in Syncrude - Badly
Suncor disparages Syncrude. So why does it want to own more of it?
Because it knows Syncrude is a scarce, valuable asset – established production today, a profitable upgrader designed to produce 350,000 barrels per day of light, sweet crude oil and the best mining lease position in the region. These features are almost impossible to replicate, and will provide rich returns for decades.
By acquiring COS' interest in Syncrude, Suncor would have almost 49% of Syncrude – placing it within striking distance of gaining control of the entire project without paying a control premium.
Plus, Suncor wants Syncrude's Lease 29, which is a far superior replacement for its soon-to-be depleted North Steepbank mine. Lease 29 could be sold to Suncor now, if Suncor was willing to pay Syncrude owners a fair price.
It's clear why Suncor would want more of this asset – owning more Syncrude will benefit Suncor. Yet, Suncor is offering COS shareholders substantially less than what it recently paid to increase its interest in the Fort Hills project – which is at least two years from operation and has no upgrader.
A Full Share of COS is Worth More than a Quarter Share of Suncor
Consider what Suncor is actually offering. No cash. One quarter of a Suncor share for each COS share you own – the equivalent of about $9. If the offer were successful, COS shareholders would own less than 8% of Suncor afterwards.
Suncor says it is offering you a "premium"; a premium on our lowest trading price in 15 years is no favour. You would have sold your asset for a fraction of its value.
COS has returned significantly more capital to shareholders than Suncor. Since 2001, COS has returned $16.85 per share in dividends.
Had COS shareholders instead owned 0.25 a Suncor share over that period, they would have received only $2.28 per share – as dividends and share buybacks.
Don't Let Suncor Use Fear to Pressure You into the Wrong Decision
Suncor is wrong to imply it is the best alternative. We know from speaking with our shareholders – large and small – that they do not want to accept the Suncor bid.
Suncor wants your interest in Syncrude badly – and believes it can get it without having to pay you a fair price.
You do not have to sell your valuable Syncrude interest at a bargain price.
COS is financially fit to survive low oil prices and deliver the full value of your investment. We encourage you to continue to reject the undervalued Suncor bid. Simply do nothing.
Sincerely,
["signed"] |
["signed"] |
Donald J. Lowry |
Arthur N. Korpach |
Chairman of the Board |
Chair, Audit Committee |
View the FULL letter on Canadian Oil Sands' website.
To REJECT the Suncor bid, simply TAKE NO ACTION.
Do not tender your shares of Canadian Oil Sands Limited.
For further information, please visit our website at www.rejectsuncor.ca or contact our information agent, Kingsdale Shareholder Services at 1-866-851-3215 or contactus@kingsdaleshareholder.com.
How to Withdraw Tendered Share
Shareholders with questions about the offer or who have tendered their COS shares to the Suncor offer and wish to withdraw them can do so by contacting their broker or COS' information agent and advisor, Kingsdale Shareholder Services at 1-866-851-3215 or contactus@kingsdaleshareholder.com.
Canadian Oil Sands Limited
COS holds a 36.74 percent interest in the Syncrude project, the largest producer of light, sweet synthetic oil from Canada's oil sands. As a pure play in Syncrude, COS provides investors with long-life, light crude oil exposure and since 2001 has paid dividends totaling $7.9 billion.
Forward-Looking Information
This letter of Canadian Oil Sands Limited ("COS") contains forward-looking information (as defined in the Securities Act (Alberta)) and statements (collectively, "forward-looking statements"), including statements about future oil prices; the price of COS' common shares; the impact of rising oil prices on the price of COS' common shares and the belief that COS shareholders will benefit far more than Suncor shareholders from rising oil prices; the views on COS' financial resources; expectations regarding production, operating expenses and capital expenditures at Syncrude; and expectations regarding Lease 29. Some of the forward-looking statements may be identified by words such as "anticipate", "expect", "believe", "plan", "intend" or similar words suggesting future outcomes. You are cautioned not to place undue reliance on forward-looking statements, as there can be no assurance that the plans, intentions or expectations upon which they are based will occur. Actual results may differ materially from those expressed or implied by the forward-looking statements. The directors' circular of COS dated October 19, 2015, COS' Annual Information Form dated February 24, 2015 and the reports and filings made with securities regulatory authorities from time to time by COS describe the risks and assumptions underlying the forward-looking statements and such factors are incorporated by reference herein. Copies of these documents are available on COS' profile on SEDAR at www.sedar.com and on COS' website at www.cdnoilsands.com. The forward-looking statements contained in this letter are made as of the date of this letter and unless required by law, COS does not undertake any obligation to update publicly or revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise. The forward-looking statements contained in this letter are expressly qualified by this cautionary statement.
SOURCE Canadian Oil Sands Limited
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