Premier Oil announced on Tuesday that shareholders voted in favor of a reverse takeover of private equity-backed Chrysaor to create the British North Sea’s biggest oil and gas producer in which Premier shareholders will hold about 5.5%.
“Shareholder approval for the transaction deal has now been received,” said Premier, which will be renamed Harbor Energy but maintain its London listing. Premier Oil has interests in Indonesia, Vietnam, the Falklands and exploration and appraisal operations in Alaska, Brazil and Mexico.
Creditors of Premier, which has net debt of US$ 1.9 billion, will receive US$ 1.2 billion in cash under the merger and debt restructuring plan from a new debt facility and existing cash from both groups.
This on average represents a payout of around 61 cents for each dollar owed, the prospectus said. They can also elect to receive further shares representing up to 18% of the new group, or a cash alternative bringing the payout to around 75 cents.
Premier said the creditor vote is expected on 22 February. “As previously announced, the requisite level of Premier’s creditors have irrevocably undertaken to vote in favor of the restructuring plans,” it said.
Premier also announced that it has received Vietnam antitrust approval in relation to the transaction. In addition, the regulatory condition regarding Premier’s license interests in the Falkland Islands has been satisfied.
The transaction operation remains subject to, amongst other things, formal approval by the Company’s creditors and sanction by the Scottish Court of the Scottish restructuring plans in respect of the Company and Premier Oil UK Limited.
The Scottish convening hearing is expected to take place on 25 January 2021 and the creditor vote on 22 February. All of Premier’s cross currency hedge counterparties have entered into a binding support letter which means that the English restructuring plan in respect of Premier Oil Holdings Limited is no longer required.
Premier continues to expect the deal to be completed by the end of Q1 2021.