CORPORATE NEWS RELEASE : FEC Resources Inc - Date: 21 04 2015
FEC RESOURCES INC. (PINKS: FECOF) ("FEC") wishes to advise shareholders that it has noted the following announcement made by Forum Energy PLC. ("FEP") on April 17, 2015.
"Forum Energy plc
("Forum Energy" or the "Company")
Share Price Movement, Possible Cancellation of Admission and Possible Offer to Minorities
The board of Forum Energy (the "Board") notes the recent movement in the Company's share price.
Following the Company's announcement on 2 March 2015 in relation to the decision by the Philippine Department of Energy to grant a force majeure onService Contract 72, the Board is considering applying for the cancellation of admission to AIM of the Company's ordinary shares ("Shares") ("Cancellation"), which would require a shareholder resolution at the Company's forthcoming AGM in June
The Company has been exploring options to allow its minority shareholders the ability to trade out of their Shares prior to the Cancellation taking effect. As the Company is unable to make a tender offer for its Shares due to having negative reserves, it has explored other alternatives. It is currently in discussions with Philex Petroleum Corporation ("Philex"), which has an interest in approximately 60.57% of Forum Energy (including through Philex's subsidiary, FEC Resources Inc, ("FEC") and FEC's nominee, Ferlim Nominees Limited), regarding Philex potentially making an offer to minority shareholders to acquire their Shares for cash prior to the Cancellation taking effect so that shareholders have the option of selling their Shares rather than retaining shares in an unlisted company.
Philex is currently considering whether such an offer will be made and there is no certainty that such an offer will be made. However, Philex has indicated to the Company that, were such an offer to be made, Philex would offer minority shareholders cash consideration of 20 pence per Share
This announcement has been made with the consent of Philex
This is an announcement falling under Rule 2.4 of the Code. It does not constitute an announcement of a firm intention to make an offer under Rule 2.7 of the Code.
For the purposes of Rule 2.5(a) of the Code, Philex reserves the right to make an offer for the Shares at less than 20 pence per Share in cash with the agreement or recommendation of the Board of the Company.
In accordance with Rule 2.6(a) of the Code, Philex is required, by not later than 5.00 p.m. on 15 May 2015, either to announce a firm intention to make an offer to the minority shareholders in the Company or announce that it does not intend to make such an offer, in which case the announcement will be treated as a statement to which Rule 2.8 of the Code applies. This deadline can be extended with the consent of the Panel in accordance with Rule 2.6(c) of the Code
A further announcement will be made in due course, as appropriate.
A copy of this announcement will be available on the Company's website at www.forumenergyplc.com. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.
For further information please contact:
Forum Energy Plc
Paul Wallace Tel: +44 (0) 208 616 7297
On behalf of the Board of,
FEC Resources, Inc.
This press release contains forward-looking statements and forward-looking information (collectively, "forward-looking statements") within the meaning of applicable Canadian and US securities legislation. All statements, other than statements of historical fact, included herein are forward-looking statements. Although the Company believes that such statements are reasonable, it can give no assurance that such expectations will prove to be correct. Forward-looking statements are typically identified by words such as: believe, expect, anticipate, intend, estimate, postulate and similar expressions, or are those, which, by their nature, refer to future events. The Company cautions investors that any forward-looking statements by the Company are not guarantees of future results or performance, and that actual results may differ materially from those in forward looking statements as a result of various factors, including, but not limited to, variations in the nature, quality and quantity of any natural resources that may be located, variations in the market price of any natural resource products the Company may produce or plan to produce, the Company's inability to obtain any necessary permits, consents or authorizations required for its activities, the Company's inability to produce natural resources from its properties successfully or profitably, to continue its projected growth, to raise the necessary capital or to be fully able to implement its business strategies, and other risks and uncertainties disclosed in the Company’s Annual Report on Form 20-F for the year ended December 31, 2009 and its most recent quarterly reports filed with the United States Securities Exchange Commission (the "SEC"), and other information released by the Company and filed with the appropriate regulatory agencies. All of the Company's Canadian public disclosure filings may be accessed via www.sedar.com and its United States public disclosure filings may be accessed via www.sec.gov, and readers are urged to review these materials.
For more information please contact (403) 290-1676 e-mail info@FECResources.com or visit the FEC Resources website at www.FECResources.com