Historical archive

Statoil Initial Public Offering

Historical archive

Published under: Stoltenberg's 1st Government

Publisher: Ministry of Petroleum and Energy

Press release


Date: 25 May 2001, Oslo

Statoil Initial Public Offering

Indicative Price Range of NOK 66 to NOK 76 per share

In Oslo today, the Norwegian Ministry of Petroleum and Energy and Statoil announced the indicative price range and further details in connection with the Company’s forthcoming IPO.

  • The Global Offering will represent between 15% and 20% of the Company’s share capital after the IPO, excluding an over-allotment option which represents up to 15 % of the total number of shares to be offered in the Offering. Of the shares to be sold, 188.7 million shares are being issued by Statoil.
  • On the basis of the indicative price range, Statoil is valued at between approximately NOK 145 billion and NOK 166 billion (or US $ 15.7 billion to US $ 18.1 billion).
  • Indicative price range of NOK 66 to NOK 76 per Ordinary Share.
  • Incentives will be offered to retail investors in the form of a price discount of NOK 3 per share on allocations up to NOK 25,000 and bonus shares at the ratio of 1:10 after a 12 month holding period.
  • Application has been made to list the Company on the Oslo Stock Exchange and the New York Stock Exchange.
  • Bookbuilding is planned to commence on Tuesday, 29 th> May and end on Friday, 15 th> June.
  • Retail subscription period is planned to open on Thursday, 31 st> May and close on Friday, 15 th> June.
  • Shares are expected to start trading on Monday, 18 th> June.

Structure of the Global Offering
The Global Offering will represent between 15% and 20% of the Company’s share capital after the IPO. The underwriters will also be granted an over-allotment option of up to 15% of the offer size. Up to 437.9 million shares will be sold in the Global Offering (excluding the over-allotment option) and, of these, 188.7 million shares are being issued by Statoil.

The Global Offering will be structured as follows:

  • a public offering in Norway, to institutional and retail investors (which is also open to residents in the EEA-area who are permitted to buy shares in the Offering under the laws of the country in which they are resident), in the form of shares;
  • a public offering in the United States (in the form of ordinary shares or American Depositary Receipts or ADSs, where each ADS represents the right to receive one ordinary share);
  • an offering to institutional investors elsewhere (in the form of ordinary shares or ADSs).

The final size and price of the offer will be determined on the basis of demand in the offering, and is expected to be confirmed on Sunday, 17 th> June.

The Norwegian State and Statoil have agreed not to sell or issue any shares during the six months after the offering, subject to certain limited exceptions.

Application has been made to list the Company on the Oslo Stock Exchange under the symbol "STL" and on the New York Stock Exchange under the symbol "STO".

Retail Offer
Incentives are being offered to private individuals in Norway. Persons resident in the EEA-area, who are permitted to buy shares in the Offering under the laws of the country in which they are resident, may participate in the offering on the same terms and conditions as persons who are resident in Norway. These will take the form of a discount of NOK 3 per share from the final offer price, and bonus shares – on the basis of 1 share for every 10 bought in the offer and held continuously through 17 June 2002 (a 12 month period). Incentives will be allocated on the first NOK 25,000 of shares applied for, and will be capped at this level. All retail applications will be guaranteed full allocation up to the specified limit for retail incentives, with all allocations being carried out on a fair and transparent basis. The minimum retail application is NOK 5,000. Additionally, shares will be offered to employees of Statoil in Norway.

Timetable
The timetable for the IPO is planned to be as follows:

Roadshow and bookbuilding period commences

Tuesday, 29 th> May

Retail subscription period commences

Thursday, 31 st> May

Roadshow, bookbuilding period and retail subscription - period ends

Friday, 15 th> June

Offer price/size/allocations expected to be announced

Sunday, 17 th> June (P.M.)

Listing and commencement of trading on OSE and NYSE

Monday, 18 th> June

Use of Proceeds

Statoil expects to use the net proceeds from the sale of newly issued ordinary shares principally to repay the NOK 13.6 billion subordinated loan from the Norwegian State which was used to partially fund the acquisition of the SDFI assets. Statoil will not receive any proceeds from the sale of ordinary shares or ADSs by the Norwegian State.

Comment
Speaking at the press conference, Karl-Edwin Manshaus, Secretary General of the Ministry of Petroleum and Energy, said:
"Statoil’s listing will increase the company’s operating and financial flexibility, and strengthen its commercial freedom and prospects. In this way, the introduction of private owners in Statoil and the listing of the company will add value to the Norwegian community."

Olav Fjell, Chief Executive Officer of Statoil, said:
"We have received feedback from a significant number of investors. International investors in particular have indicated strong interest in the company and our message and our strategy has been well received. Listing will provide us with greater strategic flexibility and means that we will be able to focus on achieving our strategies."

Joint Global Co-ordinators and Bookrunners
DnB Markets, Morgan Stanley and UBS Warburg are Joint Global Co-ordinators for the Offering. DnB Markets is sole bookrunner of the offering to institutional and retail investors in Norway. Morgan Stanley and UBS Warburg are joint bookrunners for the international offering.

Note: US$ 1 = NOK 9.180

For further information, please contact:

Sissel Edvardsen

Ministry of Petroleum and Energy

Tel: + 47 901 97 382

Wenche Skorge

Statoil

Tel: + 47 918 70 741

Kevin Soady/Debbie Potts

Citigate Dewe Rogerson

Tel: +44 20 7638 9571

This is not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States unless they are registered or exempt from registration. Any public offering of securities in the United States will be made by means of a Prospectus that may be obtained from Statoil or the Norwegian State and that will contain detailed information about the company and management, as well as financial statements. Statoil and the Norwegian State intend to register securities for sale in the United States.

This announcement has been issued by, and is the sole responsibility of, Statoil ASA and has been approved for the purposes of section 57 of the Financial Services Act 1986 of the United Kingdom by Morgan Stanley & Co. International Limited and UBS Warburg Ltd., each of which are regulated in the United Kingdom by The Securities and Futures Authority Limited. Morgan Stanley & Co. International Limited and UBS Warburg Ltd. are acting for Statoil ASA and the Norwegian Ministry of Petroleum andEnergy and are not acting for any other person in connection with the proposed offering of securities, and will not be responsible for providing to any other person the protections afforded to customers of Morgan Stanley & Co. International or of UBS Warburg Ltd. or for providing advice in relation to the proposed offer. Stabilisation/FSA.

Notes to Editors
Statoil is an integrated oil and gas company, headquartered in Stavanger, Norway. Based on both production and reserves, Statoil is a major international oil and gas company and the largest in Scandinavia. Operations commenced in 1972 with a primary focus on the exploration, development and production of oil and natural gas from the NCS. Since then, the company has grown both

domestically and internationally, with approximately 16,400 employees (as of December 31, 2000) and business operations in 21 countries.

Operations are divided into four business segments: Exploration and Production – Norway, International Exploration and Production, Natural Gas and Manufacturing and Marketing.

For the first quarter 2001, the financial results were as follows: Operating profit was NOK 15.4 billion (US $ 1.7 billion), before financial items, tax and minority interests (NOK 13.4 billion for the same period in 2000). Net profit was NOK 4.3 billion (US$ 473 million) compared to NOK 3.6 billion for the same period in 2000. The increases primarily reflect higher gas prices, lower costs and improvements in the downstream business.

The accounts have been prepared according to US GAAP in preparation for Statoil’s forthcoming IPO. They have also been restated from 1998 to the first quarter of 2001, in order to reflect the acquisition of certain SDFI assets from the Norwegian State. On this basis, operating profit in 2000 was NOK 60 billion (US$ 6.56 billion) and in 1999 was NOK 17.6 billion (US$ 2.2 billion).