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TOTALFINA Extends Expiration Date of U.S. Exchange Offer for ELF ACQUITAINE Shares |
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| Aug. 26, 99 |
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TOTALFINA today announced the extension to September 8, 1999 of the expiration date of its U.S. offer to exchange four shares of TOTALFINA for three shares of ELF AQUITAINE and four American depositary shares (ADSs) of TOTALFINA for every three ADSs of ELF AQUITAINE. The U.S. exchange offer is being made to all holders of ELF ADSs and to U.S. persons holding ELF shares.
TOTALFINA also announced that it amended its offer so that qualified U.S. brokers and dealers will be paid a commission of the U.S. dollar equivalent of 0.50 Euros per ELF AQUITAINE share and 0.25 Euros per ELF ADS tendered and accepted in the TOTALFINA U.S. exchange offer, up to a maximum of the U.S. dollars equivalent of 300 Euros per holding. Commissions will not be paid on shares and ADSs owned by such brokers and dealers. Similar arrangements for commissions are payable under the original French offer.
The TOTALFINA U.S. exchange offer is being made substantially concurrently with an exchange offer in France. The U.S. exchange offer provides the same share consideration as the French exchange offer. The French exchange offer commenced on July 21, 1999. The French Conseil des Marchés Financiers (CMF) has not yet announced the expiration date of the French offer. Due to the pending litigation initiated by Elf Aquitaine regarding the CMF's decision to approve TOTALFINA's French exchange offer, the expiration date will be set by the CMF in the future. The expiration date of the TOTALFINA French offer is expected to be eight business days after the decision of the Paris Court of Appeals on the ELF litigation concerning the TOTALFINA offer for ELF shares. TOTALFINA intends to extend the expiration date of the U.S. exchange offer so that it expires on the same date as the French exchange offer.
As of the close of business on Tuesday, August 24, 1999, the last business day prior to the announcement of this extension of the exchange offer, 121,235 Elf Aquitaine ADSs were tendered pursuant to the terms to the exchange offer. Under the tendering procedures set for Elf Aquitaine shares, it is not possible for TOTALFINA to determine the number of Elf Aquitaine shares tendered at any time prior to the expiration of the exchange offers made in France and in the United States.
The dealer manager for the U.S. exchange offer is Credit Suisse First Boston Corporation and the information agent is MacKenzie Partners, Inc.
This news release is neither an offer to exchange nor a solicitation of an offer to exchange shares or American depositary shares of TOTALFINA. The U.S. exchange offer described above is being made pursuant to a prospectus dated July 30, 1999, as supplemented, which prospectus was filed with the Securities and Exchange Commission in a registration statement on Form F-4 and declared effective on July 30, 1999. Copies of the prospectus and a prospectus supplement of August 18, 1999 are available on TOTALFINA's web site
Media Contacts:
Isabelle Gaildraud (TOTALFINA): 33-1-41-35-34-71
Mark H. Harnett (MacKenzie Partners): 212-929-5877
Investors and Analysts Contacts:
Robert O. Hammond (TOTALFINA): 212-969-2810
Daniel H. Burch (MacKenzie Partners): 212-929-5748 |
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