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A round up of key developments in corporate transactions covered by Lexis®PSL Corporate and Market Tracker this week, including a summary of the possible offer for Independent Oil and Gas by Rockrose Energy and a look at the volume of secondary offers in 2018.
On 1 March 2018, oil and gas company RockRose Energy plc (RockRose) made a possible all cash offer for the entire issued and to be issued share capital of Independent Oil and Gas plc (IOG). The possible offer has been valued at £26.6 million with 20 pence for each IOG share. If made, it would represent a premium of 51% to the closing price of IOG on 26 February.
IOG rejected the unsolicited offer, a move that was fully supported by major stakeholder London Oil & Gas Limited (LOG).
RockRose announced that, on 21 March 2019, it had made a formal approach to Smith & Williamson LLP (acting as joint administrators for LOG) to acquire the entire debt due to LOG from IOG, with accrued interest, for the sum of £40 million in cash after making initial and enhanced offers to the Administrators on an informal basis during the past 10 days.
Andrew Austin chairman of RockRose commented ’The continued lack of clarity and failure of IOG (and its direct and indirect lenders, both now in administration) to disclose the key terms of its indebtedness and the very material extent of the dilutive instruments is unusual in the current circumstances. We sincerely hope and expect that both the LCF administrator will provide feedback on our offer and that IOG will take steps to make full disclosure of the position of the dilutive instruments’.
IOG responded that the debt offer made by RockRose could not reasonably be described as ‘fair and generous’. Instead, ‘it demonstrated RockRose's intention to acquire the loans at substantially below not only
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Market Tracker is a unique service for corporate lawyers housed within Lexis®PSL Corporate. It features a powerful transaction data analysis tool for accessing, analysing and comparing the specific features of corporate transactions, with a comprehensive and searchable library of deal documentation across 14 different deal types. The Market Tracker product also includes news and analysis of key corporate deals and activity and in-depth analysis of recent trends in corporate transactions.
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