Boston, MA -- (SBWIRE) -- 09/13/2012 -- CNOOC Limited (CNOOC), through its wholly-owned subsidiary, CNOOC Canada Holding Ltd., has agreed to acquire Nexen Inc. (Nexen) for a purchase consideration of approximately $15.1 billion or $27.5 per share in cash, including the assumption of $4.3 billion in debt which will remain outstanding. The company will fund the acquisition though existing cash resources and external financing.

Under the terms of the agreement, either party may terminate the transaction if the arrangement does not occur by January 31, 2013. The parties will have the right to extend this date for successive periods of 15 days (to a maximum of 75 business days). If the agreement is terminated under certain circumstances, including if Nexen enters into an agreement with respect to a superior proposal or if the board of directors of Nexen withdraws or modifies its recommendation with respect to the proposed transaction, Nexen will pay a termination payment of $425m to CNOOC. If the agreement is terminated solely as a result of its inability to obtain PRC approvals, CNOOC will pay Nexen a termination fee of $425m.

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BMO Capital Markets Corp. and Citigroup Global Markets Inc. are acting as financial advisors for the transaction, while Stikeman Elliott LLP and Davis Polk & Wardwell LLP are acting as legal advisors to CNOOC. The Goldman Sachs Group, Inc. and RBC Capital Markets Inc. are acting as financial advisors, while Blake Cassels & Graydon LLP and Paul, Weiss, Rifkind, Wharton and Garrison LLP are acting as legal advisors to Nexen in the transaction.

Scope

- Rationale behind CNOOC acquiring Nexen
- Geography covered - Canada

Reasons to Get this Report

- Develop a sound understanding of CNOOC's acquisitions, issues and challenges in acquiring Nexen.
- Rationale behind CNOOC's plan to acquire Nexen.

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