MEXICO CITY, July 30, 2019 /PRNewswire/ -- Vista Oil
& Gas, S.A.B. de C.V. (the "Company"), an independent Latin
American oil and gas company, announced today the closing and
settlement of the underwritten public offering of the Company's
Series A shares (the "Series A shares"), as part of the global
primary offering of 10,000,000 Series A shares. The global offering
consisted of (a) an international offering in the United States and other countries outside
of Mexico of 9,291,304 ADSs at a
price of U.S.$9.25 per ADS, and (b) a
concurrent public offering in Mexico of 708,696 Series A shares at a price
equivalent to U.S.$9.25 in Mexican
pesos per Series A share, at an exchange rate of 19.0894 Mexican
pesos per U.S. dollar. Each ADS represents one Series A
share.
The global offering was launched on July
18, 2019. The global offering was made pursuant to (a) a
registration statement on Form F-1 filed with the U.S. Securities
and Exchange Commission (the "SEC") which became effective on
July 25, 2019 and (b) a prospectus
prepared under Mexican law, which distribution and the public
offering related thereto was authorized by the Mexican National
Banking and Securities Commission (Comisión Nacional Bancaria y
de Valores or "CNBV").
In connection with the global offering, the Company granted the
Underwriters (as defined below) an over-allotment option to
purchase or place up to 1,500,000 additional Series A shares, which
may be represented by ADSs, that expires on August 25, 2019. The Mexican Underwriters (as
defined below) fully exercised their over-allotment option to
purchase or place 106,304 Series A shares at a price equivalent to
U.S.$9.25 in Mexican pesos per Series
A share, at an exchange rate of 19.0894 Mexican pesos per U.S.
dollar, in a transaction that is expected to settle on July 31, 2019. The International Underwriters (as
defined below) partially exercised their over-allotment option
pursuant to which they intend to purchase or place 799,953 of the
1,393,696 ADSs available to the International Underwriters for
over-allotment at a price of U.S.$9.25 per ADS in a transaction that is expected
to settle on July 31, 2019. Following
the settlement of the over-allotment options that have been
exercised, the total gross proceeds of the Company's global
offering will reach approximately U.S.$101
million, before fees and expenses.
Citigroup Global Markets Inc. and Credit Suisse Securities
(USA) LLC acted as joint
bookrunners and joint global coordinators and Itau BBA USA Securities, Inc., Morgan Stanley & Co.
LLC and Santander Investment Securities Inc. acted as joint
bookrunners in the international offering (the "International
Underwriters"). Citibanamex Casa de Bolsa, S.A. de C.V., Casa de
Bolsa, integrante del Grupo Financiero Citibanamex, Casa de Bolsa
Credit Suisse (México), S.A. de C.V., Grupo Financiero Credit
Suisse (México), Morgan Stanley Mexico, Casa de Bolsa, S.A. de C.V.
and Casa de Bolsa Santander, S.A. de C.V., Grupo Financiero
Santander Mexico acted as underwriters for the Mexican public
offering (the "Mexican Underwriters" and, collectively with the
International Underwriters, the "Underwriters").
The ADSs began trading on the New York Stock Exchange on
July 26, 2019, under the ticker
symbol "VIST." The Company's Series A shares are listed on
the Mexican Stock Exchange under the ticker symbol "VISTA."
The Company intends to use the net proceeds from the global
offering to fund capital expenditures relating to its development
plan.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction. Copies of the registration statement can be accessed
through the SEC's website at www.sec.gov. Before you invest, you
should read the preliminary prospectus in the registration
statement and other documents we filed with the SEC for more
complete information about the Company and this offering.
Copies of the preliminary prospectus related to the global offering
may be obtained by contacting Citigroup Global Markets Inc., c/o
Broadridge Financial Solutions, 1155 Long Island Avenue,
Edgewood, NY 11717, toll-free:
(800) 831-9146, or Credit Suisse Securities (USA) LLC, Attention: Prospectus Department,
Eleven Madison Avenue, New York,
NY 10010.
This press release shall not constitute an offer to sell, the
solicitation of an offer to buy or a public offering, nor shall
there be any sale or offering of these securities in Mexico other than as previously authorized by
the CNBV. Before you invest, you should read the prospectus
prepared under Mexican law and other documents we filed with
and that were authorized by the CNBV for more complete
information about the Company and this offering in Mexico.
About Vista Oil & Gas, S.A.B. de C.V.:
Vista Oil
& Gas, S.A.B. de C.V. is an independent Latin American oil and
gas company operating since April 4,
2018. The Company owns high-quality, low-operating cost,
high-margin conventional producing assets in Argentina and Mexico, with most of its production and
revenues originating in Argentina.
In addition, most of its ongoing drilling and workover activities,
estimated proved reserves and assets are located in Argentina, including its currently-producing
Vaca Muerta wells. Led by an experienced management team, the
Company seeks to generate strong returns for its shareholders by
leveraging its strong cash flow-producing conventional assets and
developing its premier shale acreage in its approximately 134,000
net acres in the Vaca Muerta shale play in Argentina, as well as by increasing the oil
recovery factor of the conventional assets it operates in
Argentina. As of March 31, 2019, the Company was the sixth largest
oil producer in Argentina
according to the Argentine Secretariat of Energy.
Forward-Looking Statements
This press release contains
forward-looking statements within the meaning of United States laws. These forward-looking
statements represent the Company's expectations or beliefs
concerning future events, and it is possible that the results
described in this press release will not be achieved. These
forward-looking statements are subject to risks, uncertainties and
other factors, many of which are outside of the Company's control,
which could cause actual results to differ materially from the
results discussed in the forward-looking statements.
Any forward-looking statement speaks only as of the date on
which it is made, and, except as required by law, the Company does
not undertake any obligation to update or revise any forward
looking statement, whether as a result of new information, future
events or otherwise. New factors emerge from time to time, and it
is not possible for the Company to predict all such factors. When
considering these forward-looking statements, you should keep in
mind the risk factors and other cautionary statements in Company's
preliminary prospectus filed with the SEC and the prospectus
prepared under Mexican law filed with the CNBV in connection with
the offering. The risk factors and other factors noted in Company's
preliminary prospectus filed with the SEC and the prospectus filed
with the CNBV could cause actual events or the Company's actual
results to differ materially from those contained in any
forward-looking statement.
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