Petroceltic, an Irish oil and gas exploration and production company, is seeking legal advice over Worldview’s attempt to appoint an examiner for Petroceltic, after the exploration company advised its shareholders not to take action related to Worldview’s takeover offer.
To remind, Worldview is a shareholder of the oil and gas exploration company, and Sunny Hill, an affiliated company of Worldview, in February announced its firm intention to make an all cash offer of Stg 3 pence per share for the entire issued and to be issued share capital of Petroceltic other than the Petroceltic shares in the beneficial control of Worldview International Management Limited SEZC and/or any of the Worldview Funds.
Petroceltic said on Thursday, March 3, 2016, that the offer made by Sunny Hill, undervalued the company and advised its shareholders not to take any action.
On March 4, 2016, Worldview presented a petition to the High Court of Ireland to appoint an examiner to Petroceltic International, Petroceltic Investments and Petroceltic Ain Tsila, and to admit such companies to the protection of the Court pursuant to the relevant provisions of the Companies Act 2014 of Ireland.
According to Petroceltic, the full hearing of the petition has been adjourned until April 4, 2016 at which time the Court will consider the petition. The Court did not appoint an interim examiner pending the hearing of the petition, however it did grant the full protection of the examinership process to the petition companies.
The petition was made without any prior consultation with or advice to the company and Petroceltic is taking legal advice in relation to the petition, the oil company said on Monday.
Petroceltic said that, on March 4, 2016, the company had substantially agreed with its senior lenders the commercial terms and conditions of a further waiver of payments to March 18, 2016. However, this waiver could not be concluded in light of the presentation of the petition, Petroceltic stated.
“The company is actively engaged with its senior lenders to determine their position in the light of the petition,” the oil company added.
Petroceltic also stated that, given the significant uncertainties in relation to the Group’s financial circumstances arising from the petition, the company has applied for its shares to be suspended from trading on AIM and ESM with effect from 7.30am on Monday, March 7, 2016 until such time as the uncertainties can be determined.