Integral Key to merge SapuraCrest, Kencana in RM11.85b deal

KUALA LUMPUR: Integral Key Sdn Bhd (IKSB), a special purpose vehicle, has made a RM11.85-billion offer to acquire SAPURACREST PETROLEUM BHD [] and KENCANA PETROLEUM BHD [].

The companies said on Monday, July 11 that they had received the offer letters from IKSB to acquire all their assets and liabilities in a share swap.

“The offer is to propose and facilitate a merger of the businesses within the Kencana Petroleum group of companies and the SapuraCrest group of companies,” according to the statement issued by the companies via their merchant banks.

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 consideration shall be satisfied by the issuance of 2.498 billion new ordinary shares of RM1 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,” it said.

As for Kencana, IKSB was offering RM5.98 billion or RM3 per share of 10 sen each 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.