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CALGARY -- The majority of UTS Energy Corp.'s shareholders will not accept Total SA's hostile takeover offer, said the CEO of the oil sands company.

Will Roach said he has met with institutional shareholders holding 55% to 60% of UTS Energy's shares in the last couple of weeks and they told him they do not plan to tender their shares because the offer price is too low.

"The bid, as it currently is, it is my understanding from the shareholders, will not meet the 66.67%" acceptance required to go forward, Mr. Roach said in an interview.

"I have personally met with shareholders who hold in excess of 55% to 60% of the shares and they have indicated they do not plan to tender to this offer."

Paris-based Total announced Jan. 27 a bid at $1.30 a share for UTS, or $617-million. Its major asset is a 20% stake in the Fort Hills oil sands partnership, after Teck Cominco Ltd., another 20% partner in the oil sands joint venture run by Petro-Canada, put its stake on the block.

UTS shares have been trading consistently above the bid price -- they closed Thursday at $1.73 - an indication that shareholders expect a higher offer. Meanwhile, UTS has opened a data room and is contacting other potential bidders, Mr. Roach said.

"We are very optimistic that we will get significant interest," he said.

Total has been playing up UTS in its own presentations to investors in recent days.

The company is telling them it is re-evaluating costs, technologies, structure and timing of its Canadian oil sands projects, Joslyn, Northern Lights and Fort Hills, which it is including subject to the UTS offer being successful.

Total says it expects the first phase of Fort Hills to be completed in 2013 and to produce 160,000 barrels a day, and that its plans to build an upgrader near Edmonton are unchanged.

"It appears in their presentations they value [UTS] highly, and in the money they have offered they value it lowly," Mr. Roach said. "I think it's very interesting that we represent a significant amount of their current proven resources. So, this is a big resource grab. And as we said all along, the offer doesn't reflect the value for those resources."

UTS was until last summer an oil sands darling with some of the most promising leases in the Fort McMurray area. But its stock tanked as the credit crisis hampered its ability to raise money to fund its share of the Fort Hills oil sands venture, whose cost was estimated at around $24-billion in the fall.