Suncor Energy announces successful acquisition of 72.9% of Canadian Oil Sands shares

CALGARY, ALBERTA--(Marketwired - Feb. 5, 2016) - Suncor announced today that approximately 72.9 per cent of Canadian Oil Sands shares ("COS") equating to 353,307,264 common shares and accompanying rights have been tendered to Suncor's Offer.

Suncor will take up all tendered shares and those shares will be paid for in accordance with the terms of the Offer, initially made October 5, 2015 and most recently amended January 22, 2016. All shares tendered were held by "Independent Shareholders" as such term is defined by the COS shareholder rights plan dated December 31, 2010 as amended April 30, 2013 (the "COS Rights Plan").

"We're pleased with the strong level of support from COS shareholders," said Steve Williams, president and chief executive officer. "From the outset, we've spoken about the excellent value this offer creates for both COS and Suncor shareholders and I'm looking forward to delivering on that commitment."

In accordance with the "Permitted Bid" requirements of the COS Rights Plan and the terms of the Offer, Suncor has extended its Offer to Monday, February 22, 2016 at 5:00 p.m. MT (7:00 p.m. ET) so that COS shareholders who have not yet tendered their shares can do so. Further extensions beyond February 22, 2016 are not anticipated.

COS shareholders who tendered to the Offer will receive 0.28 of a common share of Suncor for each share, which will be paid in accordance with the terms of the Offer. Based on the closing trading price of Suncor's common shares on the Toronto Stock Exchange on February 5, 2016, the Offer represents an implied acquisition price of $8.93 per Share.

Shareholders who have tendered their shares by February 22, 2016, provided they continue to hold Suncor common shares on the record date, will be entitled to receive Suncor's dividend of $0.29 per share on its common shares payable March 25, 2016 to Suncor shareholders of record on March 4, 2016.

Shareholders who do not tender by the new expiry date and whose shares are ultimately exchanged for Suncor common shares will not be entitled to receive this dividend as the completion of the subsequent acquisition transaction is not anticipated to occur until after the dividend record date. As COS has suspended its dividend, holders of Shares who do not tender to Suncor's Offer will not be entitled to a dividend for the first quarter of 2016 from either COS or Suncor.