Shareholders’ Assn pans NZOG offer

The independent directors of New Zealand Oil & Gas have failed to get maximum value for their shareholders, says the Shareholders’ Association, which plans to vote its proxies against the planned takeover by Ofer Global.

The association says there are legitimate questions about asset valuations and the “adequacy” of the offer for longer-term investors in the Wellington-based explorer.

It says the revised and final 74c being offered by 70 per cent shareholder OG Oil & Gas appears to only value NZOG’s current production assets and cash — with little or no value ascribed to its exploration interests.

“In our view, the independent directors have failed to extract the greatest value for ordinary shareholders,” the NZSA says in a note to members. “Their credibility in recommending the 62c initial offer has been undermined by the subsequent increase, which only came about as a result of shareholder discontent.”

But the association has not advised against the transaction and is urging shareholders to carefully consider their own circumstances. The takeover, through a scheme of arrangement, requires 75 per cent support of the votes cast by November 14. The initial offer was a 25 per cent premium to the market price on July 9 and the latest offer is almost 50 per cent higher.

NZOG said about 40 per cent of shares held by minority investors had been voted as of Thursday night. Of those, about 48.4 per cent were cast against the transaction, 40 per cent in favour and 12.2 per cent were being left to the discretion of proxy holders. OG Oil & Gas can’t vote on the transaction.