February 8, 2013

Company announcements: SKPETRO

SKPETRO - MULTIPLE PROPOSALS

Announcement Type: General Announcement
Company NameSAPURAKENCANA PETROLEUM BERHAD  
Stock Name SKPETRO  
Date Announced8 Feb 2013  
CategoryGeneral Announcement
Reference NoMI-130208-68317

TypeAnnouncement
SubjectMULTIPLE PROPOSALS
DescriptionSAPURAKENCANA PETROLEUM BERHAD (FORMERLY KNOWN AS SAPURA-KENCANA PETROLEUM BERHAD) (“SKPB” OR “COMPANY”)

(I) PROPOSED COMBINATION AND INTEGRATION OF THE RESPECTIVE TENDER RIG BUSINESSES OF SKPB AND SEADRILL LIMITED (“SEADRILL” OR “SELLER”) BY WAY OF THE ACQUISITION BY SAPURAKENCANA DRILLING PTE. LTD. (“PURCHASER”), A WHOLLY-OWNED SUBSIDIARY OF SKPB, OF:

(A) THE ENTIRE ISSUED SHARE CAPITAL OF SEADRILL TENDER RIG LTD (”STRL”) (“STRL SHARES”); AND

(B) 99% OF THE ISSUED SHARE CAPITAL OF PT NORDRILL INDONESIA (“PTNI”) (“PTNI SHARES”);

(COLLECTIVELY REFERRED TO AS “PROPOSED TRANSACTION”)

(II) PROPOSED BASE PLACEMENT OF NEW ORDINARY SHARES OF RM1.00 EACH IN SKPB (“SKPB SHARES”) TO RAISE GROSS PROCEEDS OF USD250.0 MILLION (“PROPOSED BASE PLACEMENT”); AND

(III) PROPOSED ADDITIONAL PLACEMENT OF UP TO 300.0 MILLION NEW SKPB SHARES (“PROPOSED ADDITIONAL PLACEMENT”)

COLLECTIVELY REFERRED TO AS “PROPOSALS”)

We refer to the Company’s announcement on 5 November 2012 in relation to the memorandum of understanding which was entered into between the Company and Seadrill on 5 November 2012 (“MOU”) and the Company’s announcement on 21 January 2013 in relation to the extension of the validity period of the MOU from 21 January 2013 to 8 February 2013.

On behalf of the Board of Directors of the Company, CIMB Investment Bank Berhad and Maybank Investment Bank Berhad wish to announce that the Company, Purchaser and Seadrill have today entered into a conditional sale and purchase agreement and a separation and transitional services agreement in relation to the Proposed Transaction.

In conjunction with the Proposed Transaction, the Company is also proposing to implement the Proposed Base Placement and Proposed Additional Placement.

Further details on the Proposals are set out in the attached file.

This announcement is dated 8 February 2013.

Attachments

Announcement.pdf
355 KB



SKPETRO - OTHERS ACQUISITION OF NEW WHOLLY-OWNED SUBSIDIARY COMPANY

Announcement Type: General Announcement
Company NameSAPURAKENCANA PETROLEUM BERHAD  
Stock Name SKPETRO  
Date Announced8 Feb 2013  
CategoryGeneral Announcement
Reference NoSP-130207-53524

TypeAnnouncement
SubjectOTHERS
DescriptionACQUISITION OF NEW WHOLLY-OWNED SUBSIDIARY COMPANY

The Board of Directors of SapuraKencana Petroleum Berhad (“SKPB” or “Company”) wishes to announce that it had on 6 February 2013 acquired the entire issued and paid up capital of “SapuraKencana Drilling Pte. Ltd.”, a company incorporated in Singapore (“SapuraKencana Drilling”) at a total cash consideration of SGD2.00 comprising 2 ordinary shares of SGD1.00 each.

SapuraKencana Drilling was incorporated on 5 February 2013. It has not commenced operation since incorporation.

The acquisition of this new wholly-owned subsidiary is to facilitate the acquisition of tender rigs business of Seadrill Ltd, announced separately by the Company on 8 February 2013.

The above acquisition of this new wholly-owned subsidiary company is not expected to have any material effect on SKPB Group’s earnings and net assets for the financial year ending 31 January 2014.

None of the directors and/or major shareholders and/or persons connected with them have any interest, direct or in direct in the above acquisition.

This announcement is dated 8 February 2013.



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