2010-08-31-2010-08-20

Transaction Type
Sellers
Buyers
Announce Date
Post Date
Estimated Price
$2,590.0MM
Description

Hostile bid to acquire company with international assets.

The Korea National Oil Corp. (KNOC), Anyang, South Korea, has made a hostile bid to acquire Dana Petroleum Plc, Aberdeen, U.K., (London: DNX) in a deal valued at approximately £1.67 billion (US$2.59 billion).

KNOC plans to offer £18 (US$27.90) per Dana share for a total 92.5 million shares outstanding. The national oil company reports this is a 59% premium to £11.35 (US$17.63) trading price on June 30, the day KNOC first approached the company with an offer, and a 56% premium to the average £11.51 (US$17.87) closing mid-market price per Dana share for the six months up June 30.

The company adds that it will buy out convertible bondholders in Dana for approximately £200 million (US$310 million) for a total deal cost of £1.87 billion (US$2.9 billion).

KNOC senior executive vice president Seong-Hoon Kim says, "We believe that our offer of 1,800 pence per share fully and fairly reflects all of Dana's recently announced and ongoing developments, together with its exploration potential. Our view on value is based on a very detailed analysis of Dana and takes into account all of the information available to us, including the recent operational and corporate transaction announcements by Dana."

Kim adds that KNOC put the offer directly to Dana shareholders after rejection of the bid by the company's shareholders.

The Dana Petroleum board advised shareholders and convertible bond-holders to take no action regarding the offers.

Dana reports, "In the light of the assertion that KNOC continues to be aware of significant, well advanced, non-public information, and given that Dana has not made any further announcement, as a matter of prudence, KNOC has not acquired any Dana shares and has not sought any irrevocable undertakings to accept the share offer."

Dana has operations in the northern North Sea and offshore Norway, the central and southern North Sea, onshore U.K., Egypt, Morocco and Mauritania.

Production at year-end 2009 was an average 38,653 barrels of oil equivalent per day. Proved and probable reserves at year-end 2009 were 223 million barrels equivalent.

Bank of America Merrill Lynch is financial adviser to KNOC. RBC Capital Markets is financial advisor to Dana.