SapuraCrest, Kencana boards agree to RM11.85b merger

KUALA LUMPUR: The boards of SAPURACREST PETROLEUM BHD and KENCANA PETROLEUM BHD have agreed to their merger to become one of the world’s largest oil and gas service providers in terms of market capitalisation and assets.

The companies said on Friday, Aug 5 that they accepted Integral Key Sdn Bhd’s (IKSB) RM11.85-billion offer to acquire all their assets and liabilities in a share swap. The merger under IKSB, a special purpose vehicle, would position them stronger to bid for upstream jobs.

SapuraCrest said the board had resolved to accept IKSB’s offer to acquire its business for a total consideration of RM5.87 billion subject to the terms and conditions of the letter of offer dated July 11 from IKSB.

“The board is not seeking other alternative bids to make an offer to acquire the SapuraCrest business,” it said.

Meanwhile, Kencana said the board had resolved to accept IKSB’s offer to acquire its business for RM5.98 billion.

The offer shall remain open for acceptance until 5pm on Aug 15.

IKSB offered to acquire SapuraCrest for RM5.87 billion equivalent to RM4.60 per share of 20 sen each multiplied by 1.276 billion SapuraCrest shares.

The merger would be satisfied by the issuance of 2.498 billion new RM1 shares each in IKSB at an issue price of RM2 per new IKSB share and a cash payment of RM875.06 million. This translates into cash payment of approximately 68.5 sen and RM3.915 of IKSB shares per SapuraCrest share.

As for Kencana, IKSB was offering RM5.98 billion or RM3 per 10 sen share in Kencana multiplied by the enlarged paid-up of Kencana’s 1.99 billion shares.

The merger consideration shall be satisfied by 2.505 billion new shares of RM1 each in IKSB at an issue price of RM2 per new IKSB share and a cash payment of RM968.689 million. This translated into cash payment of 48.6 sen and RM2.514 of IKSB shares per Kencana share.