CNOOC Places Existing Shares and Issues New Shares

CNOOC Limited (NYSE: CEO; SEHK: 883) announces that, following a request made by the Company to the Stock Exchange of Hong Kong Limited, trading in the Company's shares has been suspended with effect from 9:30 a.m. Hong Kong time on 27 April 2006. The Company will be issuing a formal announcement regarding a top-up placing of shares in the Company pursuant to the general mandate granted to the Board of Directors at the annual general meeting of the Company on 25 May 2005.

The top-up placing of shares, if completed, will involve first a placement of shares owned by CNOOC (BVI) Limited, the Company's controlling shareholder, to parties unrelated to the Company, followed by a new issue of shares by the Company to CNOOC (BVI) Limited of a number of shares not exceeding those sold in the first placement, within 14 days of the date of the placing agreement, each in accordance with the listing rules of the Stock Exchange of Hong Kong. The per share subscription price paid by CNOOC (BVI) Limited to the Company for the subscription of shares will equal the per share placing price for the initial placement.

Trading in the Company's ADSs on the New York Stock Exchange will also be suspended with effect from 9:30 a.m. New York time on April 27, 2006, with trading of the ADSs expected to resume at 9:30 a.m. New York time on 28 April 2006.

The securities to be offered in the top-up placing of shares have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. This press release does not constitute an offer of any securities for sale.


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