Sundance’s Board Unanimously Recommends Re-domiciliation and Listing in the United States
September 10 2019 - 8:08PM
Sundance Energy Australia Limited (ASX: SEA) (NASDAQ: SNDE)
(“Sundance” or the “Company”) is pleased to announce its decision
to re-domicile from Australia to the United States via a proposed
Scheme of Arrangement under Australian law (the “Scheme”), which is
subject to shareholder, judicial and regulatory approvals.
If the Scheme of Arrangement is approved, the
Company will transfer its primary listing to Nasdaq, and will cease
to trade on the Australian Securities Exchange (“ASX”). As
part of the re-domiciliation, Sundance has entered into a Scheme
Implementation Agreement (“SIA”) with a newly formed US corporation
(“Holdco”), which will become the ultimate parent company of the
Sundance group of companies following the implementation of the
Scheme. Pursuant to the Scheme, Sundance shareholders will be
entitled to receive one share in Holdco for every 100 Sundance
shares held by Sundance shareholders on the Scheme record
date. The Company intends to cancel its sponsored American
Depositary Receipt program following the implementation of the
Scheme.
Additional details regarding the Scheme are
provided in the Company’s announcement lodged with the ASX and its
Form 6-K which will be filed with the U.S. Securities Exchange
Commission on or about September 11, 2019.
About Sundance Energy Australia
Limited
Sundance Energy Australia Limited (“Sundance” or
the “Company”) is an Australian-based, independent energy
exploration company, with headquarters in Denver, Colorado, USA.
The Company is focused on the acquisition and development of large,
repeatable oil and natural gas resource plays in North America.
Current activities are focused in the Eagle Ford. A
comprehensive overview of the Company can be found on Sundance’s
website at www.sundanceenergy.net
Summary Information
The following disclaimer applies to this
document and any information contained in it. The information in
this release is of general background and does not purport to be
complete. It should be read in conjunction with Sundance’s periodic
and continuous disclosure announcements lodged with ASX Limited
that are available at www.asx.com.au and Sundance’s filings with
the Securities and Exchange Commission available at
www.sec.gov.
Forward-Looking Statements
This release may contain forward-looking
statements. These statements relate to the Company’s expectations,
beliefs, intentions or strategies regarding the future. These
statements can be identified by the use of words like “anticipate”,
“believe”, “intend”, “estimate”, “expect”, “may”, “plan”,
“project”, “will”, “should”, “seek” and similar words or
expressions containing same.
These forward-looking statements reflect the
Company’s views and assumptions with respect to future events as of
the date of this release and are subject to a variety of
unpredictable risks, uncertainties, and other unknowns. Actual and
future results and trends could differ materially from those set
forth in such statements due to various factors, many of which are
beyond our ability to control or predict. These include, but are
not limited to, risks or uncertainties associated with the
redomiciliation (including the ability to recognize any benefits
therefrom), discovery and development of oil and natural gas
reserves, cash flows and liquidity, business and financial
strategy, budget, projections and operating results, oil and
natural gas prices, amount, nature and timing of capital
expenditures, including future development costs, availability and
terms of capital and general economic and business conditions.
Given these uncertainties, no one should place undue reliance on
any forward-looking statements attributable to Sundance, or any of
its affiliates or persons acting on its behalf. Although
every effort has been made to ensure this release sets forth a fair
and accurate view, we do not undertake any obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise.
Important Notice
This press release does not constitute an offer
to sell, or a solicitation of an offer to buy, securities in the
United States or any other jurisdiction. Any securities described
in this press release have not been registered under the US
Securities Act of 1933, as amended, and may not be offered or sold
in the United States except in transactions exempt from, or not
subject to, registration under the US Securities Act and applicable
US state securities laws.
For more information, please contact:
United States: John Roberts VP Finance &
Investor Relations Tel: +1 (720) 638-2400 |
Eric McCrady CEO and Managing Director Tel: +1 (303) 543-5703 |
Australia:Mike HannellChairmanTel: +61 8 8363
0388 |
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