Nostrum Oil & Gas renews offer to take over Tethys Petroleum

By bne IntelliNews September 2, 2015

Nostrum Oil & Gas, an independent oil and gas company engaging in the production, development and exploration of oil and gas in the pre-Caspian Basin in Western Kazakhstan, has announced that it has made a further approach to the board of Tethys Petroleum regarding a possible offer for the entire issued share capital of Tethys, the company said in a statement released to the Kazakhstan Stock Exchange (Kase) on September 1.

“Following its recent due diligence review of Tethys and its business and in light of the recent Kazakh tenge devaluation and change in macro-economic conditions, Nostrum has revised the price at which it would be prepared to make an offer. Any offer would be made at a price of C$0.147 per Tethys share. This price represents a premium of 22.9% to the closing middle market price of an ordinary Tethys share on the TSX [Toronto Stock Exchange] of C$0.12 on 25 August 2015 (the date such price was communicated to Tethys). The price would be satisfied by the issue of fully paid ordinary shares of £0.01 each in Nostrum,” the statement said.

Nostrum also indicated that it was prepared to provide further interim funding to Tethys, in addition to a $5mn loan financing provided to Tethys on 10 August 2015, to support short- term liquidity for Tethys until the completion of any offer by Nostrum. “The provision of such further funding is subject, amongst other items, to the unanimous recommendation of the board of Tethys as to an offer at C$0.147 per Tethys share,” the company said.

Nostrum noted that the previous exclusivity period granted to Nostrum for the purposes of conducting due diligence on Tethys had now expired and that “this announcement is not an announcement of a firm intention to make an offer and there can be no certainty that any offer will be made, nor as to the terms on which any offer might be made”. “Any offer for Tethys will not be subject to the provisions of the City Code on Takeovers and Mergers,” it said.

Nostrum Oil & Gas is developing the Chinerevskoye field in West Kazakhstan Region. It produced over 45,000 barrels of stabilised condensate, LPG and dry gas per day in the first quarter of 2015.

Tethys Petroleum is developing the Kyzloi and Akkulka gas fields in the Aral Sea region. Its gas production reached 520,000 cubic metres of gas per day in December 2014.

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