AAVVF Advantage Energy Ltd (PK)

 

 

  

FORM 6-K

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Report of Foreign Private Issuer

 

Pursuant to Rule 13a-16 or 15d-16

of the Securities Exchange Act of 1934

 

For the month of May 2018

 

Commission File Number: 001-34406

 

Advantage Oil & Gas Ltd.

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(Exact name of registrant as specifiec in its charter)

 

 

300, 440 2 Ave SW,

Calgary, AB, T2P 5E9

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(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

 

Form 20-F ☐

Form 40-F ☒

 

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):_______

 

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s "home country"), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

 

 

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes ☐

No ☒

 

 

If “ Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-________

 

 

  

  

EXHIBIT INDEX

 

  

EXHIBIT		TITLE
99.1		News Release Dated May 8, 2018 - Advantage Extends Odd-Lot Share Repurchase Program
99.2		Letter to Shareholders

 

 

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

	ADVANTAGE OIL & GAS LTD.
	(Registrant)
Date: May 8, 2018	By:	/s/ Craig Blackwood
		Name: Craig Blackwood
		Title:   Vice President, Finance and CFO

 

Exhibit 99.1

 

 

 

Advantage Extends Odd-Lot Share Repurchase Program

(TSX: AAV, NYSE: AAV)

CALGARY, May 8, 2018 /CNW/ - Advantage Oil & Gas Ltd. ("Advantage") is pleased to announce that it has extended the expiry of its previously disclosed odd-lot share repurchase program (the "Odd Lot Program") by six weeks to June 19, 2018. Pursuant to the Odd Lot Program, Advantage has offered to buy back common shares from registered and beneficial shareholders of Advantage who own 99 or fewer common shares ("Odd Lot Holders"). The Odd Lot Program affords Odd Lot Holders the opportunity to sell all, but not less than all, of their common shares or to continue to maintain their current holdings. Advantage will purchase up to a maximum of Cdn. $4 million of its common shares under the Odd Lot Program (the "Maximum"). The Odd Lot Program is open to Odd Lot Holders of record as of March 20, 2018 and began on March 27, 2018. The Odd Lot Program will now expire once the Maximum is met or at the close of business on June 19, 2018, whichever comes earlier.

Odd Lot Holders may participate in the Odd Lot Program using the participation documents that were previously mailed to them. Questions regarding the Odd Lot Program should be directed to Computershare Investor Services Inc. toll free at 1-800-564-6253.

Advisory

The information in this press release contains certain forward-looking statements, including within the meaning of the United States Private Securities Litigation Reform Act of 1995. These statements relate to future events or our future intentions or performance. All statements other than statements of historical fact may be forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "plan", "continue", "estimate", "guidance", "demonstrate", "expect", "may", "can", "will", "project", "predict", "potential", "target", "intend", "could", "might", "should", "believe", "would" and similar expressions and include statements relating to, among other things, Advantage's conduct of the Odd Lot Program and the details of the Odd Lot Program. Advantage's actual decisions, activities, results, performance or achievement could differ materially from those expressed in, or implied by, such forward-looking statements and accordingly, no assurances can be given that any of the events anticipated by the forward-looking statements will transpire or occur or, if any of them do, what benefits that Advantage will derive from them.

These statements involve substantial known and unknown risks and uncertainties, certain of which are beyond Advantage's control, including, but not limited to: changes in general economic, market and business conditions; industry conditions; actions by governmental or regulatory authorities including increasing taxes and changes in investment or other regulations; risk that a significant number of Odd Lot Holders do not tender to the Odd Lot Program; failure of Advantage to achieve the perceived benefits of the Odd Lot Program;  and changes in tax laws. Many of these risks and uncertainties and additional risk factors are described in the Corporation's Annual Information Form which is available at www.Sedar.com and www.advantageog.com. Readers are cautioned that the foregoing lists of factors is not exhaustive.

With respect to forward-looking statements contained in this press release, Advantage has made assumptions regarding, but not limited to: conditions in general economic and financial markets; effects of regulation by governmental agencies; current and future commodity prices and royalty regimes; future exchange rates; timing and amount of capital expenditures; the price of crude oil and natural gas; that the Corporation will have sufficient cash flow, debt or equity sources or other financial resources required to fund its capital and operating expenditures and requirements as needed; that the Corporation's conduct and results of operations will be consistent with its expectations; and current or, where applicable, proposed assumed industry conditions, laws and regulations will continue in effect or as anticipated.

These forward-looking statements are made as of the date of this press release and Advantage disclaims any intent or obligation to update publicly any forward-looking statements, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

 

View original content:http://www.prnewswire.com/news-releases/advantage-extends-odd-lot-share-repurchase-program-300644137.html

SOURCE Advantage Oil & Gas Ltd.

View original content: http://www.newswire.ca/en/releases/archive/May2018/08/c2831.html

%CIK: 0001468079

For further information: Craig Blackwood, Vice President, Finance and Chief Financial Officer, (403) 718-8005 OR Investor Relations, Toll free: 1-866-393-0393; ADVANTAGE OIL & GAS LTD., 300, 440 - 2nd Avenue SW, Calgary, Alberta T2P 5E9, Phone: (403) 718-8000, Fax: (403) 718-8332, Web Site: www.advantageog.com, E-mail: ir@advantageog.com

CO: Advantage Oil & Gas Ltd.

CNW 08:00e 08-MAY-18

Exhibit 99.2

 

 

 

 

 

May 8, 2018

 

Dear Shareholder:

Re: Extension of Odd-Lot Sell Program for Holders of 99 or Fewer Common Shares (“Advantage Shares”) of Advantage Oil & Gas Ltd.

Advantage Oil & Gas Ltd. (“Advantage”) is pleased to announce the extension of its previously announced Odd-Lot Sell Program for Holders of 99 or fewer Advantage Shares (the “Program”) held as of record March 20, 2018. The Program has been extended until the earlier of (a) the close of business on June 19, 2018 or (b) Advantage repurchasing a maximum of Cdn. $4MM of Advantage Shares under the Program.

The Program allows eligible shareholders the opportunity to:

1.       Sell all, but not less than all, of their 99 or fewer Advantage Shares; and

2.       Participate even if they have lost their share certificate(s); and

3.       Not incur any brokerage fees if they elect to sell Advantage Shares, as described in 1 or 2 above;

4.       Conveniently complete the transaction by mail.

 

Advantage values each of its shareholders, and is aware of the expense and inconvenience that shareholders experience when selling small shareholdings. A minimum brokerage commission for selling 99 or fewer shares could constitute a significant percentage of the total cost of, or proceeds derived from, either transaction. Under this Program shareholders can sell Advantage Shares conveniently and at no cost to the shareholder.

This Program is entirely voluntary. Neither the Corporation nor Computershare Investor Services Inc. (“Computershare”) makes any recommendation with respect to participation in the Program. Your decision to participate should be based on your personal financial objectives and the convenience and cost savings of the Program. Further details regarding the Program are set forth in the previously mailed Shareholder Information booklet.

Please carefully read the previously mailed material to help you decide whether to participate in the Program. If you choose to participate, please complete the Letter of Transmittal and send or deliver it, along with your share certificate(s) that represent your ownership of 99 or fewer Advantage Shares to Computershare at the address shown on the enclosed Letter of Transmittal. The method of delivery of all required documents is at the election and risk of the shareholder. It is recommended that the required documents be hand-delivered to Computershare and a receipt obtained. If the required documents are mailed, the Corporation recommends that registered mail with return receipt be used and that proper insurance be obtained. Registered shareholders should NOT sign the back(s) of their share certificate(s). If you choose not to participate, there is no need to return the enclosed Letter of Transmittal or to notify us.

If you have any questions about the Program, please contact Computershare toll free at 1-800-564-6253.

 

Yours truly, 

 

/s/ Craig Blackwood

Craig Blackwood

Vice President, Finance and Chief Financial Officer

 

 

300, 440 2^nd Avenue SW | Calgary, Alberta T2P 5E9 | T: 403.718.8000 | F: 403.718.8332 | www.advantageog.com

 

This regulatory filing also includes additional resources:
ex991.pdf