17th Mar 2015 16:32
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION
FOR IMMEDIATE RELEASE
This announcement is not an announcement of a firm intention to make an offer under Rule 2.5 of the Irish Takeover Rules and there can be no certainty that an offer will be made, nor as to the terms on which any offer will be made.
17 March 2015
Emirates National Oil Company Limited (ENOC) L.L.C. ("ENOC")
Statement regarding possible offer for Dragon Oil plc ("Dragon Oil")
ENOC notes the earlier Dragon Oil announcement.
ENOC confirms that it made an approach for Dragon Oil on 15 March 2015. The approach reflects a premium to the closing share price of £5.09 as of 13 March 2015.
There can be no certainty as to whether or not a firm offer will be made nor as to the terms on which any firm offer might be made.
Further announcements will be made as appropriate.
Enquiries:
ENOC Moadh Bukhash Aakash Nijhawan | +971 4 313 4700 |
Barclays Bank plc, acting through its investment bank ("Barclays") (financial adviser to ENOC) Julian Vickers Khaled El Dabag Simon Oxley Hugh Moran
Bell Pottinger (public relations adviser to ENOC) Gavin Davis Lorna Cobbett | +44 (0) 20 7623 2323
+44 (0) 20 3772 2500
|
The release, publication or distribution of this announcement in or into certain jurisdictions may be restricted by the laws of those jurisdictions. Accordingly, copies of this announcement and all other announcements relating to the combination are not being, and must not be, released, published, mailed or otherwise forwarded, distributed or sent in, into or from any restricted jurisdiction. Persons receiving such announcements (including, without limitation, nominees, trustees and custodians) should observe these restrictions. Failure to do so may constitute a violation of the securities laws of any such jurisdiction. To the fullest extent permitted by applicable law, the companies involved in the combination disclaim any responsibility or liability for the violations of any such restrictions by any person.
Barclays, who are authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority, are acting exclusively for ENOC and for no-one else in connection with the matters set out in this announcement and will not be responsible to anyone other than ENOC for providing the protections afforded to the clients of Barclays or for providing advice in connection with the matters set out in this announcement.
This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities whether pursuant to this announcement or otherwise.
A copy of this announcement will be available at www.enoc.com.
The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Irish Takeover Rules, if any person is, or becomes, "interested" (directly or indirectly) in 1% or more of any class of "relevant securities" of Dragon Oil or ENOC, all "dealings" in any "relevant securities" of Dragon Oil or ENOC (including by means of an option in respect of, or a derivative referenced to, any such "relevant securities") must be publicly disclosed by not later than 3:30 p.m. (Irish time) on the "business day" following the date of the relevant transaction. This requirement will continue until the date on which the Scheme becomes effective or on which the "offer period" otherwise ends. If two or more persons co-operate on the basis of any agreement either express or tacit, either oral or written, to acquire an "interest" in "relevant securities" of Dragon Oil or ENOC, they will be deemed to be a single person for the purpose of Rule 8.3 of the Irish Takeover Rules. Under the provisions of Rule 8.1 of the Irish Takeover Rules, all "dealings" in "relevant securities" of Dragon Oil by ENOC or "relevant securities" of ENOC by Dragon Oil, or by any person "acting in concert" with either of them must also be disclosed by no later than 12 noon (Irish time) on the "business day" following the date of the relevant transaction.
A disclosure table, giving details of the companies in whose "relevant securities" "dealings" should be disclosed can be found on the Irish Takeover Panel's website at www.irishtakeoverpanel.ie. "Interests in securities" arise, in summary, when a person has long economic exposure, whether conditional or absolute, to changes in the price of securities. In particular, a person will be treated as having an "interest" by virtue of the ownership or control of securities, or by virtue of any option in respect of, or derivative referenced to, securities. Terms in quotation marks are defined in the Irish Takeover Rules, which can be found on the Irish Takeover Panel's website.
If you are in any doubt as to whether or not you are required to disclose a "dealing" under Rule 8, please consult the Irish Takeover Panel's website at www.irishtakeoverpanel.ie or contact the Irish Takeover Panel on telephone number +353 1 678 9020; fax number +353 1 678 9289.
Related Shares:
DGO.L