26 August 2011
BHP Billiton [ASX: BHP, LSE: BLT, NYSE: BHP, NYSE: BBL, JSE: BIL] announced today that it has completed its acquisition of Petrohawk Energy Corporation through a short-form merger under Delaware law of its wholly owned subsidiary with and into Petrohawk, with Petrohawk being the surviving corporation as a wholly owned subsidiary of BHP Billiton. The merger was the final step of the acquisition process and follows the previously announced completion of the tender offer by BHP Billiton to acquire all outstanding shares of common stock of Petrohawk.
BHP Billiton Petroleum Chief Executive, J. Michael Yeager, said the Petrohawk acquisition adds high-quality growth to the company.
“With the completion of this transaction, BHP Billiton Petroleum is on track to deliver compound annual growth in production volumes of ten percent for the remainder of the decade. We are excited that Petrohawk’s sizeable U.S. workforce is joining our talented group of professionals and we are ready to grow this business over the long-term.”
Petrohawk has requested the New York Stock Exchange to take the necessary steps with the U.S. Securities and Exchange Commission to delist Petrohawk’s common stock from the NYSE.
Cautionary Statement Regarding Forward-Looking Statements
This communication may contain, in addition to historical information, certain forward-looking statements regarding future events, conditions, circumstances or the future financial performance of BHP Billiton Plc and BHP Billiton Limited and their affiliates, including BHP Billiton Petroleum (North America) Inc. and Petrohawk (collectively, the “BHP Billiton Group”), following completion of the Offer, the merger and other related transactions (the “Transactions”). Often, but not always, forward-looking statements can be identified by the use of words such as “plans,” “expects,” “expected,” “scheduled,” “estimates,” “intends,” “anticipates”, “on track” or “believes,” or variations of such words and phrases or state that certain actions, events, conditions, circumstances or results “may,” “could,” “would,” “might” or “will” be taken, occur or be achieved. Such forward-looking statements are not guarantees or predictions of future performance, and are subject to known and unknown risks, uncertainties and other factors, many of which are beyond our control, that could cause actual results, performance or achievements of any member of the BHP Billiton Group or the enlarged BHP Billiton Group following completion of the Transactions to differ materially from any future results, performance or achievements expressed or implied by such forward-looking statements. Such risks and uncertainties include: (i) beliefs and assumptions relating to available borrowing capacity and capital resources generally, (ii) expectations regarding environmental matters, including costs of compliance and the impact of potential regulations or changes to current regulations to which Petrohawk or any member of the BHP Billiton Group is or could become subject, (iii) beliefs about oil and gas reserves, (iv) anticipated liquidity in the markets in which BHP Billiton or any member of the BHP Billiton Group transacts, including the extent to which such liquidity could be affected by poor economic and financial market conditions or new regulations and any resulting impacts on financial institutions and other current and potential counterparties, (v) beliefs and assumptions about market competition and the behaviour of other participants in the oil and gas exploration, development or production industries, (vi) the effectiveness of Petrohawk’s or any member of the BHP Billiton Group’s strategies to capture opportunities presented by changes in prices and to manage its exposure to price volatility, (vii) beliefs and assumptions about weather and general economic conditions, (viii) beliefs regarding the U.S. economy, its trajectory and its impacts, as well as the stock price of each of BHP Billiton Plc and BHP Billiton Limited, (ix) projected operating or financial results, including anticipated cash flows from operations, revenues and profitability, (x) expectations regarding Petrohawk’s or any member of the BHP Billiton Group’s revolver capacity, credit facility compliance, collateral demands, capital expenditures, interest expense and other payments, (xi) Petrohawk’s or any member of the BHP Billiton Group’s ability to efficiently operate its assets so as to maximize its revenue generating opportunities and operating margins, (xii) beliefs about the outcome of legal, regulatory, administrative and legislative matters and (xiii) expectations and estimates regarding capital and maintenance expenditures and its associated costs. Many of these risks and uncertainties relate to factors that are beyond the BHP Billiton Group’s ability to control or estimate precisely, and any or all of the BHP Billiton Group’s forward-looking statements may turn out to be wrong. The BHP Billiton Group cannot give any assurance that such forward-looking statements will prove to have been correct. The reader is cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this communication. The BHP Billiton Group disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, conditions, circumstances or otherwise, except as required by applicable law.
Nothing contained herein shall be deemed to be a forecast, projection or estimate of the future financial performance of any member of the BHP Billiton Group.