BG Group Succeeds in Takeover Offer for Aventura Energy

BG Group has been successful in its takeover offer for Aventura Energy Inc., the exploration and production company which holds a 65% participating interest in, and operatorship of, the onshore Central Block exploration license in south Trinidad.

44,894,639 of the common shares of Aventura, being approximately 99% of the issued and outstanding common shares of Aventura, have been deposited to the Canadian $5.10 cash recommended takeover offer (the Offer) made by BG's wholly owned subsidiary BG Canada Ltd.

On 22 March 2004, BG announced that it intended to make the Offer for a total consideration of approximately C $228 million. The takeover bid circular containing the Offer was mailed to Aventura shareholders on 29 March 2004. The deposit to the Offer of 90% or more of the shares of Aventura was a condition of the Offer.

As a result of today's announcement, BG Canada has now declared its takeover offer for Aventura to be wholly unconditional, and it has instructed the Depositary, Computershare Trust Company of Canada, to take up and pay for all the shares deposited to the Offer. Payment to Aventura shareholders who deposited their common shares to the Offer will be made as soon as reasonably practicable and in any event within two business days.

BG Canada now intends to exercise its rights under the Business Corporations Act (Alberta) to acquire all of the common shares of Aventura that have not been deposited to the Offer.

Following the acquisition of all of the common shares of Aventura, BG Canada intends to de-list Aventura's shares from the Toronto Stock Exchange.

As at today's date, BG Canada owns no other shares in Aventura other than those in respect of which it has instructed the Depositary to take up and pay.

The 111 sq km Central Block in Trinidad contains estimated proved and probable reserves of approximately 0.5 trillion cubic feet. The Block lies adjacent to the route of the new 56-inch Cross Island Pipeline, which is being constructed by the National Gas Company to transport gas from the east coast to Atlantic LNG in Point Fortin. Aventura holds a 65% interest in the Central Block, with the remaining 35% being held by Petrotrin, the state owned hydrocarbon company. Aventura's shares are currently listed on the Toronto Stock Exchange.