Apco Shareholders Approve Merger Agreement with Pluspetrol
27 January 2015 - 8:30AM
Business Wire
Apco Oil and Gas International Inc. (NASDAQ:APAGF) announced
today that its shareholders, at an extraordinary general meeting
held on Jan. 26, 2015, approved the proposal to adopt the
previously announced merger agreement, dated Oct. 2, 2014, pursuant
to which Pluspetrol Resources Corporation will acquire Apco.
At the extraordinary general meeting of shareholders, there were
24,778,669 shares voted by proxy or in person, representing
approximately 84 percent of Apco’s total outstanding shares as of
the record date, Dec. 19, 2014.
With regard to the vote to approve the proposal to adopt the
merger agreement, 24,736,376 shares were cast, representing more
than 99 percent of the shares present by proxy or in person. Shares
voted in favor of the proposal to adopt the merger agreement were
24,548,108, representing just over 99 percent of the shares present
by proxy or in person.
In addition, the shareholders also approved the nonbinding
advisory compensation proposal included in the proxy statement
filed on Dec. 22, 2014.
The consummation of the acquisition of Apco by Pluspetrol
remains subject to the satisfaction or waiver of a number of
customary closing conditions set forth in the merger agreement and
discussed in detail in the definitive proxy statement on Schedule
14A filed with the Securities and Exchange Commission by Apco on
Dec. 22, 2014.
About Apco Oil and Gas International Inc. (NASDAQ:
APAGF)
Apco Oil and Gas International Inc. is an international oil and
gas exploration and production company with interests in nine oil
and gas concessions and two exploration permits in Argentina, and
three exploration and production contracts in Colombia. More
information is available at www.apcooilandgas.com. Go to
http://www.b2i.us/irpass.asp?BzID=1671&to=ea&s=0 to join
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exclusively relate to historical facts. Such statements are
"forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
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"targets," "planned," "potential," "projects," "scheduled," "will"
or other similar expressions. These forward-looking statements are
based on management's beliefs and assumptions and on information
currently available to management and include, among others,
statements regarding:
- Amounts and nature of future capital
expenditures;
- Volumes of future oil, natural gas, and
LPG production;
- Expansion and growth of our business
and operations;
- Financial condition and liquidity;
- Business strategy;
- Estimates of proved gas and oil
reserves;
- Reserve potential;
- Development drilling potential;
- Cash flow from operations or results of
operations;
- Seasonality of natural gas demand;
and
- Oil and natural gas prices and
demand.
Forward-looking statements are based on numerous assumptions,
uncertainties and risks that could cause future events or results
to be materially different from those stated or implied in this
announcement. Many of the factors that will determine these results
are beyond our ability to control or predict. Specific factors that
could cause actual results to differ from results contemplated by
the forward-looking statements include, among others, the
following:
- Availability of supplies (including the
uncertainties inherent in assessing, estimating, acquiring and
developing future oil and natural gas reserves), market demand,
volatility of prices, and the availability and cost of
capital;
- Inflation, interest rates, fluctuation
in foreign currency exchange rates, and general economic conditions
(including future disruptions and volatility in the global credit
markets and the impact of these events on our customers and
suppliers);
- The strength and financial resources of
our competitors;
- Development of alternative energy
sources;
- The impact of operational and
development hazards;
- Costs of, changes in, or the results of
laws, government regulations (including climate change regulation
and/or potential additional regulation of drilling and completion
of wells), environmental liabilities and litigation;
- Political conditions in Argentina,
Colombia and other parts of the world;
- The failure to renew participation in
hydrocarbon concessions granted by the Argentine government on
reasonable terms;
- Risks related to strategy and
financing, including restrictions stemming from our loan agreement
and the availability and cost of credit;
- Risks associated with future weather
conditions, volcanic activity and earthquakes;
- Acts of terrorism; and
- Additional risks described in our
filings with the Securities and Exchange Commission ("SEC").
Given the uncertainties and risk factors that could cause our
actual results to differ materially from those contained in any
forward-looking statement, we caution investors not to unduly rely
on our forward-looking statements. We disclaim any obligations to
and do not intend to update the above list or to announce publicly
the result of any revisions to any of the forward-looking
statements to reflect future events or developments.
In addition to causing our actual results to differ, the factors
listed above may cause our intentions to change from those
statements of intention set forth in this announcement. Such
changes in our intentions may also cause our results to differ. We
may change our intentions, at any time and without notice, based
upon changes in such factors, our assumptions, or otherwise.
Investors are urged to closely consider the disclosures and risk
factors in our most recent annual report on Form 10-K filed with
the SEC and our quarterly reports on Form 10-Q available from our
offices or from our website at www.apcooilandgas.com.
Apco Oil and Gas International Inc.Media Contact:Kelly
Swan, 539-573-4944orInvestor Contact:David Sullivan,
539-573-9360