21st Aug 2009 15:33
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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 SUCH JURISDICTION. |
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21 August 2009 |
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FOR IMMEDIATE RELEASE |
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The Board of Venture Production plc ("Venture") urges shareholders not to accept the offer by Centrica Resources (UK) Limited ("Centrica") for Venture (the "Centrica Offer") or to tender or sell their shares to Centrica
The Board of Venture notes the announcement by Centrica correcting the actual level of acceptances it had received by the first closing date for its offer to a lower level. The Board also notes the announcement that the Centrica Offer has now been cleared by the European Commission under the EC Merger Regulation. Following this ruling the condition relating to the European Commission set out in Centrica's Offer has now been satisfied.
The Board believes that the Centrica Offer should be seen in the context of Venture's strong operational and financial performance during the year to date and the recent improvement in both the equity markets and the commodity price environment.
During the first half of 2009 Venture has:
Added materially to its reserves base, with five out of seven gas exploration appraisal wells drilled being commercially successful
Increased production by 16% to 52,988 boepd (first half 2008 - 45,534 boepd)
Demonstrated the attractiveness and value of its portfolio with the conditional agreement to divest certain of its assets to N.V. Nuon Energy at a value which represents US$16.9 per proved and probable barrel of oil equivalent reserves
Since the Centrica Offer was announced on 10 July 2009 the:
FTSE 250 Index has increased by 18.7%
Share prices of Venture's peer group have increased by an average of 20.6%
Forward oil prices for July 2011 have increased by 13.0%
The Board continues to believe that this opportunistic offer substantially undervalues Venture and that Centrica should pay a higher price for control of the Company. The Centrica Offer does not fairly reflect the value of Venture's reserves - let alone the significant going concern value or the key strategic benefits that the Board believe Venture would bring to Centrica.
The Board urges all shareholders not to accept the Centrica Offer or to tender or sell their shares to Centrica or its advisers.
A copy of this announcement is available to view on Venture's website at www.venture-production.com.
Enquiries:
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Venture Production plc Mike Wagstaff, Chief Executive
Brunswick Patrick Handley |
Telephone: +44 122 461 9000 Telephone: +44 207 404 5959 |
Notes to the editors
The equity and commodity price increases are based on the movement between the relevant index or price as at the close of 20 August 2009 and at the close of 10 July 2009, the date the Centrica Offer was announced.
The bases of calculation and sources of information used to calculate these increases are outlined in the Venture circular dated 4 August 2009 and which is available to view on Venture's website at www.venture-production.com.
The Directors of Venture accept responsibility for the information contained in this announcement. To the best of the knowledge and belief of the Directors, who have taken all reasonable care to ensure such is the case, the information contained in this announcement is in accordance with the facts and does not omit anything likely to affect the import of such information.
N M Rothschild & Sons Limited, which is authorised and regulated by the Financial Services Authority in the United Kingdom, is acting as financial adviser to Venture and no one else in connection with the offer and will not be responsible to anyone other than Venture for providing the protections afforded to clients of Rothschild or for providing advice in relation to the contents of this announcement.
Lambert Energy Advisory Limited, which is authorised and regulated by the Financial Services Authority in the United Kingdom, is acting as financial adviser to Venture and no one else in connection with the offer and will not be responsible to anyone other than Venture for providing the protections afforded to clients of Lambert Energy Advisory Limited or for providing advice in relation to the contents of this announcement.
UBS Investment Bank, is acting as financial adviser and broker to Venture and no one else in connection with the matters set out in this announcement and will not be responsible to anyone other than Venture for providing the protections afforded to clients of UBS Investment Bank or for providing advice in relation to the contents of this announcement.
Oriel Securities Limited, which is authorised and regulated by the Financial Services Authority in the United Kingdom, is acting as financial adviser and broker to Venture and no one else in connection with the matters set out in this announcement and will not be responsible to anyone other than Venture for providing the protections afforded to clients of Oriel Securities Limited or for providing advice in relation to the contents of this announcement.
Related Shares:
Centrica