The Board of Amerisur Resources Plc (“Amerisur” or the “Company”) has noted the announcement this morning by Maurel & Prom regarding a possible offer for the whole of the issued share capital of Amerisur at a price of 12.5 pence per share in cash and 4.5 pence per share in Maurel & Prom shares (the “Possible Offer”).
Following the approach from Maurel & Prom concerning its Possible Offer and the receipt of other interest in the Company, the Board concluded that the Maurel & Prom Possible Offer materially undervalued the Company and was not at a level, nor in a form, that merited further consideration.
On 19 July 2019, the Company announced that it has commenced a strategic review, including a Formal Sales Process as set out by The City Code on Takeovers and Mergers (the “Code”). Immediately following the announcement, through a conversation between our respective advisors, Maurel & Prom was invited to participate in this process and, as set out in their press release, has agreed to do so. The Board welcomes Maurel & Prom’s participation in the competitive Formal Sales Process.
The Board can confirm that a number of conversations have taken place since the announcement of the competitive Formal Sales Process with counterparties who have expressed their interest in participating and it is confident that a competitive process involving several of these potential counterparties can be completed to the benefit of all shareholders.
The Board will, therefore, consider any future proposal put forward by Maurel & Prom in the context of the ongoing competitive Formal Sales Process. Shareholders are strongly advised to take no action in respect of the Possible Offer.
A spokesperson for Amerisur said:
“The purpose of the competitive Formal Sale Process we launched on Friday is to maximise value for shareholders. As well as the offer from Maurel & Prom, we have had a number of additional expressions of interest in the Company.”
The Takeover Panel has granted a dispensation from the requirements of Rules 2.4(a), 2.4(b) and 2.6(a) of the Code such that any interested party participating in the formal sale process will not be required to be publicly identified (subject to note 3 to Rule 2.2 of the Code) and will not be subject to the 28 day deadline referred to in Rule 2.6(a) of the Code, for so long as it is participating in the formal sale process.
Any further updates regarding the competitive Formal Sales Process will be announced as appropriate.
This announcement has been made without the prior consent of Maurel & Prom. There can be no certainty that any firm offer for the Company will be made nor as to the terms on which any firm offer might be made.
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