Suncor Energy and Petro-Canada have agreed to merge. Upon completion of the transaction, the combined entity will operate corporately and trade under the Suncor name, while maintaining the brand presence and customer loyalty of Petro-Canada in refined products.
Under the terms of the arrangement agreement entered into between Suncor and Petro-Canada, the proposed merger will be effected by way of a plan of arrangement completed under the Canada Business Corporations Act.
According to Suncor Energy, it will feature a common share exchange through which Petro-Canada common shareholders will effectively receive 1.28 common shares of the merged company for each common share of Petro-Canada they own, and each Suncor common shareholder will receive one common share of the merged company for each common share of Suncor they own.
The exchange ratio represents an approximate 25% premium for the Petro-Canada shares to the 30-day weighted-average trading price of such shares. On completion of the proposed transaction, Suncor’s existing shareholders will own approximately 60% and Petro-Canada shareholders will own approximately 40% of the merged company.
Completion of the proposed merger is conditional on approval of Suncor and Petro-Canada shareholders, compliance with the Competition Act, and satisfaction of other customary approvals including regulatory, stock exchange, and Court of Queen’s Bench of Alberta approvals, said the company.
