UPDATE 1-Talisman Energy shareholders approve Repsol's $8.3 bln offer

Wed Feb 18, 2015 2:55pm EST
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(Adds detail and comment beginning with third paragraph; in U.S. dollars unless noted.)

By Scott Haggett

CALGARY, Alberta Feb 18 (Reuters) - Talisman Energy Inc common shareholders on Wednesday voted to approve an $8.3 billion offer for the Canadian oil and gas producer from Repsol SA, clearing the way for the Spanish company to acquire Talisman's worldwide operations.

Talisman common and preferred shareholders both voted nearly unanimously in favor of Repsol's Dec. 16 offer to pay $8 per share for the company, a 56 percent premium to the day-prior closing price for the company on the Toronto Stock Exchange. Repsol will also assume Talisman's $4.7 billion long-term debt.

Though the deal still requires regulatory approval, expected by mid-year, the vote is a crucial step towards completing Repsol's acquisition of Canada's No.5 independent oil producer.

Talisman shares, which had once traded as high as C$25.40, plummeted to less than C$4 late last year as oil and natural gas prices fell and its aging North Sea operations required expensive maintenance that added no production or cash flow.

"It's not, perhaps, the best outcome that people might have hoped for, but this is a very difficult circumstance that we're in," Hal Kvisle, the company's outgoing chief executive, told reporters. "Talisman is not alone (but) our own situation was made more difficult by a very complex situation in the North Sea ... It was one hurdle too many for us to get over."

Once the Canadian subsidiary of BP Plc, Talisman began expanding globally when it was spun off the British super major in 1992. It now operates in North and South America, the North Sea, southeast Asia and elsewhere.

Repsol expects the acquisition to boost its oil production by 76 percent to 680,000 barrels per day, while its reserves would increase 55 percent.   Continued...