"When issued" trading in EnCana and Cenovus shares to start November2, 2009
Oct. 29, 2009 (Business Wire) -- EnCana Corporation (TSX, NYSE: ECA) has commenced mailing the Arrangement Circular to shareholders for the proposed corporate reorganization to split EnCana into two highly focused energy companies: Cenovus Energy Inc., an integrated oil company and EnCana Corporation, a pure-play natural gas company. The Arrangement Circular for the shareholders’ meeting planned for November 25, 2009 is expected to be available on SEDAR’s website www.sedar.com, on EDGAR’s website www.sec.gov/edgar.shtml and on EnCana’s website www.encana.com by Friday, October 30, 2009.
Under the Arrangement, common shareholders of EnCana will own one new EnCana common share, which will continue to be represented by existing EnCana common share certificates, and will receive one common share of Cenovus for each EnCana common share held on December 7, 2009, the anticipated Distribution Record Date. On September 30, 2009, EnCana had 751,223,909 common shares issued and outstanding. Based on this number and following completion of the Arrangement, Cenovus would also have 751,223,909 Common Shares issued and outstanding.
“When issued” trading in EnCana and Cenovus shares to start November 2, 2009
EnCana has been advised by the Toronto Stock Exchange (TSX) that “if, as and when issued” trading will commence for Cenovus (CVE) and EnCana ex-distribution (ECA.W) when the stock market opens at 9:30 a.m. Eastern Time on November 2, 2009. Trading is expected to begin on the New York Stock Exchange at approximately the same time for Cenovus (CVEWI) and EnCana ex-distribution (ECAWI). Persons trading in the “if, as and when issued” market should be aware that the acquisition and beneficial ownership reporting rules under Canadian securities laws will apply to purchases of "if, as and when issued" shares of EnCana and of Cenovus. For purposes of calculating the applicable ownership thresholds of the early warning requirements, purchasers should use the number of Cenovus shares expected to be outstanding on completion of the Arrangement. U.S. beneficial ownership reporting rules will also apply. Cenovus has also implemented, subject to ratification at the EnCana shareholders’ meeting, a shareholder rights plan that would be applicable if a person acquired 20 percent or more of its common shares (including “if, as and when issued” trades), other than by a permitted takeover bid.
EnCana expects, subject to the satisfaction of conditions and receipt of approvals, including court approval, to complete the split transaction on November 30, 2009. If the Arrangement becomes effective on November 30, 2009, EnCana expects that the EnCana common shares with an entitlement to the Cenovus common shares will cease trading on the TSX after the close of trading on December 2, 2009 and on the NYSE after the close of trading on December 8, 2009 and that the new EnCana common shares and the Cenovus common shares will begin trading on the TSX for regular settlement at the opening of trading on December 3, 2009 and on the NYSE for regular settlement at the opening of trading on December 9, 2009. EnCana expects that the “if, as and when issued” trades will settle on December 8, 2009 on the TSX and December 14, 2009 on the NYSE.