Australia-based Santos has granted exclusive due diligence access for six weeks to the consortium led by Abu Dhabi National Oil Company (ADNOC), which offered $18.7bn for the Australian oil and gas producer.
Santos entered a process and exclusivity deed with the XRG Consortium, led by ADNOC subsidiary XRG.
The non-binding indicative proposal suggests an acquisition of all issued shares of Santos at a cash price of $5.76 (A$8.89) per share.
The process deed outlines the terms under which the consortium will conduct due diligence and simultaneously negotiate a binding scheme implementation deed to finalise the acquisition.
The consortium, which includes Abu Dhabi Development Holding Company and Carlyle, has been granted a six-week exclusive period to access Santos’ due diligence data starting from today.
During the exclusivity period, Santos is bound by standard non-disclosure obligations, including “no shop”, “no talk”, “no due diligence”, and “notification” requirements. However, a fiduciary exception allows Santos’ Board to entertain potentially superior offers from other interested parties, beginning four weeks from the date of the data room opening.
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By GlobalDataThe confidentiality terms agreed upon between Santos and the XRG consortium are detailed in a separate agreement, ensuring the protection of sensitive information throughout the purchase process.
Santos has operations across Australia, Papua New Guinea, Timor-Leste and the US. The company’s operating structure consists of three regional business units focused on implementing corporate strategy and a midstream energy solutions business unit.
The company has a portfolio of liquefied natural gas plants adjacent to prolific gas resources and diverse integrated oil and gas production assets.
