ENOC: Up Dragon Oil Offer to 800 pence
Commenting on the revision to the Original Offer on behalf of ENOC, Saif Al Falasi, Group Chief Executive said:
“We are pleased to have the support of the required majority of Dragon Oil Shareholders for our revised offer of 800 pence; including the two largest minority shareholders – Baillie Gifford and Elliott Capital Advisors. With the level of acceptances now received, we have declared the offer unconditional in all aspects.
“I would like to thank all shareholders for their ongoing willingness to engage in a dialogue with us, enabling today’s outcome to be achieved.
“We will begin the process of delisting Dragon Oil from both the Irish and London Stock Exchanges shortly. Any additional minority shareholders wishing to accept the offer of 800 pence can tender their shares into our offer.
“We look forward to taking operational control of Dragon Oil and integrating the company into the ENOC Group, moving another step closer towards creating a fully integrated oil & gas company.”
– Revision of Offer Price to 800 pence for each Dragon Oil Share
o Following productive dialogue with minority shareholders
o The revised offer has been increased to give all parties certainty
– Valid Acceptances of 15.5 per cent. and Intended Acceptances of 1.32 per cent
o Received as at 1.00 p.m. (Dublin time) on 31 July 2015
o Building on a strong level of support at first close on 30 July 2015
o Intended Acceptances due to incomplete documentation which the registrars are still awaiting
o Valid Acceptances plus Intended Acceptances equal 16.82 per cent
– Further Irrevocable Undertakings (in addition to the Valid Acceptances and Intended Acceptances) obtained for 13.1 per cent. of Dragon Oil Shares
o Irrevocable Undertakings from Baillie Gifford and Elliott Capital Advisors representing 13.1 per cent
– Offer declared unconditional in all respects and is best and final
– ENOC intends to procure delisting of Dragon Oil shortly
o ENOC has gained acceptances from 29.92 per cent of Dragon Oil shareholders
o Delisting threshold of approximately 77 per cent met with ENOC gaining approximately 83.82 per cent of Dragon Oil Shares overall so far
§ Comprised of ENOC’s original shareholding of 53.9 per cent plus Valid Acceptances and Intended Acceptances of 16.82 per cent plus irrevocable undertakings of 13.1 per cent
o ENOC intends to commence delisting of Dragon Oil from the London Stock Exchange and Irish Stock Exchange shortly
Commenting on the revision to the Original Offer on behalf of Baillie Gifford, Richard Sneller said:
“As a shareholder in Dragon Oil for a number of years we have seen the company grow significantly. We are now pleased to support the revised offer of 800 pence which we believe represents an attractive exit price.”
Commenting on the revision to the Original Offer, Elliott Capital Advisors stated:
“We appreciate the open and constructive dialogue that we have ad with ENOC. We are pleased that we are able to support the offer and encourage other shareholders to do so.”
Commenting on the revision to the Original Offer on behalf of the Independent Committee, Thor Haugnaess, Chairman of the Independent Committee said:
“The Independent Committee is pleased that ENOC has increased its offer to 800p. We recommend that all shareholders accept the Increased Offer.”