Lakes Oil NL completed the acquisition of 89.2% stake in Rawson Oil and Gas Limited through a conditional off-market takeover offer from Lynley Jane Hardie, Hardie Garnet Pty Limited and others for AUD 2.6 million. (2024)

Lakes Oil NL (ASX:LKO) entered into a bid implementation deed to acquire Rawson Oil and Gas Limited (ASX:RAW) through a conditional off-market takeover offer from Lynley Jane Hardie, Hardie Garnet Pty Limited and others for AUD 3.7 million on July 31, 2018. Lakes Oil will offer 15 Lakes Oil shares for every 1 Rawson Oil and Gas Limited share. The offer price may be reduced by the amount of any rights which are paid, made or otherwise arise or accrue to Rawson Oil and Gas Limited shareholders. Rawson Oil and Gas Limited shareholders will hold up to 5.6% of Lakes Oil after completion of the acquisition. Lakes Oil will provide Rawson Oil and Gas Limited with AUD 0.75 million secured working capital facility. Lakes Oil has entered into pre-bid acceptance deed with Lynley Jane Hardie and Hardie Garnet Pty Limited in respect of 19.99% of the Rawson Oil and Gas Limited shares on issue. All of the Directors of Rawson Oil and Gas Limited intend to accept, or procure the acceptance of, the offer in respect of any Rawson Oil and Gas Limited shares that they own or control, in the absence of a superior proposal. Lakes Oil also intends to undertake a capital raising in the near term between AUD 8.5 million and AUD 10 million. No shop and no talk restrictions apply to Rawson Oil and Gas Limited and Lakes Oil has a right to make a counter-proposal in the event Rawson Oil and Gas Limited receives a competing proposal from a third party. The parties entered into confidentiality deed on April 28, 2018. An agreed break fees of AUD 0.03 million may also be payable by Rawson Oil and Gas Limited to Lakes Oil in specified circ*mstances. As of August 28, 2018, Lakes Oil NL intends to delist Rawson Oil and Gas Limited from Stock Exchange subject to necessary approvals. Richard Ash, Director of Rawson Oil and Gas Limited, will be offered a position on the Board of Lakes Oil as soon as Lakes Oil has acquired a relevant interest in more than 50.1% of Rawson Oil and Gas Limited shares on issue and the offer becomes unconditional. Two nominees of Lakes Oil will be appointed as Rawson Oil and Gas Limited Directors and Allister Richardson and Michael McGowan, existing Directors of Rawson Oil and Gas Limited will resign. Richard Ash, a Director of Rawson Oil & Gas has been appointed as a Director of Lakes Oil; Chris Tonkin, the chairman of Lakes Oil has been appointed as a Director and Chairman of the Board of Rawson Oil & Gas; Roland Sleeman, the Chief Executive Officer of Lakes Oil, has been appointed as a Director of Rawson Oil & Gas. Allister Richardson and Michael McGowan have resigned from their roles as Directors of Rawson Oil & Gas. As per announcement of August 24, 2018, Allister Richardson and Michael McGowan have agreed to withdraw their resignations as directors of Rawson Oil and Gas Limited.The offer is subject to customary conditions, including (but not limited to) the minimum offer acceptance of 50.1% and no material adverse change of circ*mstances. The offer is not conditional upon the capital raising by Lakes Oil. The Directors of Rawson Oil and Gas Limited unanimously recommend that shareholders accept the offer in the absence of a superior proposal. The offer will remain open for an initial period of one month, and may be extended on one or more occasion by Lakes Oil. As on August 15, 2018, the offer becomes unconditional and minimum offer acceptance of 50.1% has been achieved. The offer will remain open from August 8, 2018 to September 10, 2018. As of September 7, 2018, offer period has been extended to September 24, 2018. HopgoodGanim Lawyers acted as legal adviser for a fee of approximately 0.86 million and Computershare Investor Services Pty Ltd acted as registrar for Lakes Oil NL in the offer.Lakes Oil NL (ASX:LKO) completed the acquisition of 89.2% stake in Rawson Oil and Gas Limited (ASX:RAW) through a conditional off-market takeover offer from Lynley Jane Hardie, Hardie Garnet Pty Limited and others for AUD 2.6 million on September 24, 2018.