AWE Limited has advised that it has received an unsolicited, non-binding and conditional proposal from Mitsui & Co Ltd (Mitsui) to acquire 100% of the shares in AWE for cash consideration of $0.95 per share (Mitsui Proposal). If the Mitsui Proposal proceeds, it would be implemented by way of an off-market takeover bid for AWE.
Mitsui states that the Mitsui Proposal is not conditional on due diligence, financing, regulatory approval or further internal approvals, but is conditional on:
- Termination by AWE of the MinRes scheme implementation deed (SID) by close of business on Friday 2 February.
- Agreement of a bid implementation deed (BID) through which AWE’s directors unanimously recommend acceptance of a takeover bid to implement the Mitsui Proposal, in the absence of a superior proposal.
Under the Mitsui Proposal, any takeover bid which is made by Mitsui to implement the proposal would be subject to a number of bid conditions.
The AWE Board will evaluate the Mitsui Proposal and provide shareholders with a recommendation in due course.
The AWE Board advises shareholders to take no action in relation to the Mitsui Proposal or the CERCG offer until they receive further advice from the AWE Board.
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