Petroceltic International Plc (PCI.L) announced that its board reached agreement with Melrose Resources Plc (MRS.L) on the terms of a recommended merger of Melrose Resources with Petroceltic.
As per the terms of the merger, Melrose Shareholders will receive 17.6 New Petroceltic Shares for every Melrose Share. In addition, a Special Dividend of 4.7 pence per Melrose Share will be paid by Melrose to Melrose Shareholders who are on Melrose's register of members at the Reduction Record Time within 14 days of the Effective Date.
The Merger values each Melrose Share at 143.9 pence and the entire issued share capital of Melrose at approximately 165.0 million pounds and represents a premium of about 6.2 per cent. to Melrose's Closing Price of 135.5 pence on 16 August 2012, being the last Business Day prior to the announcement of the Merger.
Together with the Special Dividend, the Merger values each Melrose Share at 148.6 pence and the entire issued share capital of Melrose at approximately 170.4 million pounds and represents a premium of approximately 9.7 per cent. to Melrose's Closing Price of 135.5 pence on 16 August 2012, being the last Business Day prior to the announcement of the Merger.
The Boards of Petroceltic and Melrose believe that the merger would create a regionally focused North Africa, Mediterranean and Black Sea independent oil and gas company with a balanced and diversified portfolio comprising production, development and high impact exploration assets.
Further, Petroceltic and Melrose's Boards expect that the Merger will enhance the financial flexibility of the Enlarged Group, enabling it to pursue a balanced growth strategy which includes an active exploration drilling campaign and participation in the future development of Petroceltic's Ain Tsila gas development in Algeria.
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