Patrick S. Brown Sullivan & Cromwell LLP 1888 Century Park East 21st Floor Los Angeles, California 90067 (310) 712-6600 |
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(a)(5)(iii) |
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(a)(5)(v) | |||||
(d)(i) | Form of Letter relating to Supplemental Retirement Income (Incorporated herein by reference to Exhibit (10)(c)(3) of the Company’s Annual Report on Form 10-K for the year ended December 31, 1980 (File No. 2-9259)).* | ||||
(d)(ii) | Deferred Share Unit Plan for Nonemployee Directors (Incorporated herein by reference to Exhibit (10)(iii)(A)(6) of the Company’s Annual Report on Form 10-K for the year ended December 31, 1998 (File No. 0-12014)).* | ||||
(d)(iii) | |||||
(d)(iv) | |||||
(d)(v) | |||||
(d)(vi) | |||||
(d)(vii) | |||||
99.1 | |||||
107 | |||||
Imperial Oil Limited | |||||||||||
By: | /s/ Ian Laing | ||||||||||
Name: | Ian Laing | ||||||||||
Title: | Vice President, General Counsel and Corporate Secretary | ||||||||||
By: | /s/ Cathryn Walker | ||||||||||
Name: | Cathryn Walker | ||||||||||
Title: | Assistant Corporate Secretary | ||||||||||
Exhibit | |||||
(a)(1)(i) | Offer to Purchase, dated November 3, 2023, together with the Issuer Bid Circular.* | ||||
(a)(1)(ii) | Form of Letter of Transmittal.* | ||||
(a)(1)(iii) | Form of Notice of Guaranteed Delivery.* | ||||
(a)(1)(iv) | Form of Guidelines for Certification of Taxpayer Identification Number on Substitute Form W-9.† | ||||
(a)(1)(v) | Summary Advertisement as published on November 3, 2023 in the Wall Street Journal.* | ||||
(a)(5)(i) | Pre-Commencement Press Release Announcing Earnings issued by the Company on October 27, 2023 (Incorporated herein by reference to the pre-commencement communication of the Company on Schedule TO, filed with the SEC on October 27, 2023).* | ||||
(a)(5)(ii) | Pre-Commencement Press Release Announcing Intention to Launch Substantial Issuer Bid issued by the Company on October 27, 2023 (Incorporated herein by reference to the pre-commencement communication of the Company on Schedule TO, filed with the SEC on October 27, 2023).* | ||||
(a)(5)(iii) | Transcript of earnings release conference call of the Company on October 27, 2023 (Incorporated herein by reference to the pre-commencement communication of the Company on Schedule TO, filed with the SEC on October 30, 2023).* | ||||
(a)(5)(iv) | Pre-Commencement Press Release Announcing Terms of Substantial Issuer Bid issued by the Company on October 30, 2023 (Incorporated herein by reference to the pre-commencement communication of the Company on Schedule TO, filed with the SEC on October 31, 2023).* | ||||
(a)(5)(v) | Press Release issued by the Company on December 11, 2023 (Incorporated herein by reference to Exhibit 99.1 of the Company’s Form 8-K filed on December 11, 2023 (File No. 0-12014)).** | ||||
(d)(i) | Form of Letter relating to Supplemental Retirement Income (Incorporated herein by reference to Exhibit (10)(c)(3) of the Company’s Annual Report on Form 10-K for the year ended December 31, 1980 (File No. 2-9259)).* | ||||
(d)(ii) | Deferred Share Unit Plan for Nonemployee Directors (Incorporated herein by reference to Exhibit (10)(iii)(A)(6) of the Company’s Annual Report on Form 10-K for the year ended December 31, 1998 (File No. 0-12014)).* | ||||
(d)(iii) | Amended Restricted Stock Unit Plan with respect to Restricted Stock Units granted in 2011 and subsequent years, as amended effective November 14, 2011 (Incorporated herein by reference to Exhibit 9.01(c)10(iii)(A)(1) of the Company’s Form 8-K filed on February 23, 2012 (File No. 0-12014)).* | ||||
(d)(iv) | Amended Restricted Stock Unit Plan with respect to Restricted Stock Units granted in 2016 and subsequent years, as amended effective October 26, 2016 (Incorporated herein by reference to Exhibit 9.01(c)10(iii)(A)(1) of the Company’s Form 8-K filed on October 31, 2016 (File No. 0-12014)).* |
(d)(v) | Amended Short Term Incentive Program with respect to awards granted in 2016 and subsequent years, as amended effective October 26, 2016 (Incorporated herein by reference to Exhibit 9.01(c)10(iii)(A)(1) of the Company’s Form 8-K filed on October 31, 2016 (File No. 0-12014)).* | ||||
(d)(vi) | Amended Restricted Stock Unit Plan with respect to Restricted Stock Units granted in 2020 and subsequent years, as amended effective November 24, 2020 (Incorporated herein by reference to Exhibit (10)(iii)(A)(6) of the Company’s Annual Report on Form 10-K for the year ended December 31, 2020 (File No. 0-12014)).* | ||||
(d)(vii) | Amended Restricted Stock Unit Plan with respect to Restricted Stock Units granted in 2022 and subsequent years, as amended effective November 29, 2022 (Incorporated herein by reference to Exhibit (10)(iii)(A)(7) of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (File No. 0-12014)). | ||||
99.1 | Material Change Report, dated November 3, 2023.* | ||||
107 | Filing Fee Table.** | ||||
Transaction Valuation | Fee rate | Amount of Filing Fee | |||||||||
Fees to Be Paid | $1,084,350,000.00(1) | 0.00014760 | $160,050.06 | ||||||||
Fees Previously Paid | |||||||||||
Total Transaction Valuation | $1,084,350,000.00 | ||||||||||
Total Fees Due for Filing | $160,050.06(2) | ||||||||||
Total Fees Previously Paid | |||||||||||
Total Fee Offsets | |||||||||||
Net Fee Due | $160,050.06 |
(1) | The transaction value is estimated for purposes of calculating the amount of the filing fee only. The repurchase price of the Common Shares, as described in the Schedule TO, is C$1,500,000,000. The repurchase price has been converted into U.S. dollars based on an exchange rate on October 30, 2023, as reported by the Bank of Canada, for the conversion of Canadian dollars into U.S. dollars of C$1 equals US$0.7229. | |||||||||||||
(2) | The fee of $160,050.06 was paid in connection with the filing of the Schedule TO-I by the Company (File No. 005-35902) on November 3, 2023. |
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Exhibit (a)(5)(v) | ||||||||||||||
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For further information: | ||||||||
Investor Relations | Media Relations | |||||||
(587) 962-4401 | (587) 476-7010 | |||||||
Source: Imperial |
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Source: Imperial |
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