The Board of Angus Energy plc (the “Board”) whilst remaining fully committed to achieving first gas at Saltfleetby as soon as possible has simultaneously been addressing the urgent need for transition energy projects in particular in the geothermal sector in the south west of England.
Even though progress in these twin goals is steady and sure, the Board share the outlook of some of our shareholders that our market capitalisation doesn’t reflect the short-term value of existing hydrocarbon assets and their immediate cashflow potential and any long-term value in the Company’s scaleable geothermal project.
This valuation mismatch, also experienced by many other smaller energy companies, has resulted in a series of approaches with interest in, and in one instance an indicative non-binding offer for, some or all of the Company’s 51% interest in the Saltfleetby Gas Field asset which is under consideration. Additionally, the Board has received indications that certain parties may be interested in making an offer for the Company.
Whilst not wishing to be distracted from our immediate aims we must meet our responsibility to shareholders to evaluate any proposals. As such, the Board has been considering options for the Company with its advisers. In light of these developments, and to better position the Company for further growth, and to maximise value for existing shareholders, the Board has now determined to undertake a review of the strategic options. These options include, but are not limited to, a sale of the Company which will be conducted under the framework of a “formal sale process” in accordance with the Takeover Code.
The Board is unanimous in its support for such a strategic review and has appointed Beaumont Cornish (“BC”) as its financial adviser. Parties with a potential interest in making a proposal should contact BC, whose details are set out below.
Progress continues apace at Saltfleetby and whilst some suppliers have advised of delays of the order of a few weeks and the Board anticipates a further increase in the contingency for the project (up to 10% of budget), the Directors are confident of achieving first gas in a timeframe which will not be materially different from that advised. A detailed week by week construction and commissioning timetable will be issued during the course of January 2022 as matters become clearer.
George Lucan, CEO, commented:
“The speed of transition has surprised the energy market in general and the resulting shortage of new gas supply, and deficit of renewable sources, is likely to lead to periodic crises such as we saw recently in the UK and a very high forward gas price in years to come. Presently, the market is attributing little value to hydrocarbon reserves in general, or in our instance, the immediate cashflow prospects of the Saltfleetby Gas Field. Accordingly, in the light of this and the interest expressed by other energy market participants, we think it in the best interests of shareholders to conduct this strategic review and formal sale process.”
Formal Sale Process
Any interested party will be required to enter into a non-disclosure agreement with the Company on terms satisfactory to the Board. The Company then intends to provide such interested parties with certain information on the business, following which interested parties will be invited to submit their proposals to BC.
Further announcements regarding timings and procedures for the formal sale process will be made as appropriate.
The Company is not currently in any discussions with any potential offeror relating to an acquisition of the issued and to be issued share capital of the Company.
The Board reserves the right to alter any aspect of the process or to terminate it at any time and will make further announcements as appropriate.
The Board also reserves the right to reject any approach or terminate discussions with any interested party or participant at any time.
The Takeover Panel has granted a dispensation from the requirements of Rules 2.4(a), 2.4(b) and 2.6(a) of the Takeover Code such that any interested party participating in the formal sale process will not be required to be publicly identified as a result of this announcement (subject to Note 3 to Rule 2.2 of the Takeover Code) and will not be subject to the 28 day deadline referred to in Rule 2.6(a), for so long as it is participating in the formal sale process. Interested parties should note Rule 21.2 of the Takeover Code, which will prohibit any form of inducement fee or other offer-related arrangement, and that the Company, although it may do so in the future, has not at this stage requested any dispensation from this prohibition under Note 2 of Rule 21.2. Following this announcement, the Company is now considered to be in an “offer period” as defined in the Takeover Code, and the dealing disclosure requirements summarised below will apply.
This announcement is not an announcement of a firm intention by any party to make an offer under Rule 2.7 of the Takeover Code and there can be no certainty that an offer will be made, nor as to the terms on which any offer will be made.
Angus Energy Plc
Tel: +44 (0) 208 899 6380
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