Oil and gas exploration company Melbana Energy plans to make a takeover offer for compatriot ASX-listed oil and gas company Metgasco.
Melbana, with oil and gas assets in Australia and Cuba, said on Monday that the company would offer Metgasco shareholders four fully-paid ordinary shares in Melbana for every ordinary Metgasco share held.
The implied value of the offer consideration is $0.04 per share which represents a premium of 48 percent to the closing price of Metgasco shares of $0.027, and 35 percent to the volume weighted average price (VWAP) of Metgasco shares from the five trading days since the date on which Metgasco announced the P&A work of the South Marsh Island 74 D-14 well.
Melbana added that the offer would be conditional upon a 50.1 percent minimum acceptance condition, and the receipt of Melbana shareholder approval.
It is worth noting that M&A Advisory, a Metgasco shareholder associated with Melbana director Andrew Purcell , can participate without shareholder approval.
Melbana formed an independent board committee to consider the terms of the potential offer. The committee consists of each Melbana director except Purcell.
The company also entered into a pre-bid acceptance agreement with M&A Advisory in respect of 19.59 percent of the issued capital of Melbana. Under the agreement, M&A Advisory has undertaken to accept the offer in the absence of a superior proposal and subject to the approval of Melbana shareholders not associated with M&A Advisory.
‘Take no action’
In a separate announcement, Metgasco thanked Melbana for its interest and recommended to its shareholders to take no action pending a formal response from the company.
The company added that it would take the opportunity to confer with all key stakeholders and Melbana, as well as engage with other interested parties to ensure shareholders were fully informed and comprehensive response and recommendation could be made in a timely fashion.
Metgasco owns oil and gas assets in Australia and the U.S. Gulf of Mexico.
Offshore Energy Today Staff
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