Anadarko Petroleum confirmed that it has received an unsolicited proposal from Occidental Petroleum telling its shareholders to take no action before the review of the bid is completed.
To remind, Occidental submitted a bid under which Anadarko shareholders would receive $38.00 in cash and 0.6094 shares of Occidental common stock for each share of Anadarko common stock, for a total consideration of $57 billion.
Following unanimous approval from the company’s board of directors, Anadarko entered into a definitive agreement with Chevron Corporation in April under which a unit of Chevron would acquire all of the outstanding shares of Anadarko in a stock and cash transaction valued at $33 billion, or $65 per share.
In accordance with the terms of the Chevron merger agreement, and in consultation with its financial and legal advisors, Anadarko’s board of directors will review Occidental’s proposal to determine the course of action that it believes is in the best interest of the company’s stockholders.
The Anadarko board has not made any determination as to whether Occidental’s proposal constitutes, or could reasonably be expected to result in, a superior proposal under the terms of the Chevron merger agreement.
The Anadarko board expects to respond to Occidental’s proposal upon completing its review and accordingly reaffirms its existing recommendation of the transaction with Chevron at this time.
Anadarko stockholders are advised to take no action at this time.
Evercore and Goldman Sachs & Co. are acting as financial advisors to Anadarko, while Wachtell, Lipton, Rosen & Katz is the company’s legal advisor.