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FOR IMMEDIATE RELEASE
21 October 2008
OFFER UPDATE
WITHDRAWAL OF PROPOSED OFFER BY SALAMANDER ENERGY PLC ("SALAMANDER") FOR SERICA ENERGY PLC ("SERICA")
On 29 September 2008, Salamander announced a Proposed Offer for Serica under Rule 2.4 of the City Code on Takeovers and Mergers (the "Takeover Code").
The Board of Salamander has decided, in light of the continued uncertainty in the capital markets and volatility in the price of crude oil, to withdraw the Proposed Offer.
Commenting today, James Menzies, Chief Executive of Salamander, said:
"The Board continues to believe in the strong strategic logic for consolidating Serica's Asian portfolio within a larger entity. We consider that the Proposed Offer represented a fair relative valuation of the two companies and that the share exchange terms proposed provided both sets of shareholders with exposure to current cash flow, production growth and significant upside through a broad exploration portfolio. However, following the rejection of our Proposed Offer by Serica's Board and against the backdrop of deteriorating equity, debt and commodity markets, we have elected not to proceed and have decided to withdraw our Proposed Offer.
Salamander has never been in a stronger position, both financially and operationally. The company has developed an extensive 2009/10 development, appraisal and exploration drilling campaign and remains fully funded to execute this exciting programme. Group production is expected to increase by 60% to 16,000 boepd in 2009, driving associated increases in cash generation. Yesterday we announced the award of the South East Sangatta PSC in Indonesia, demonstrating our continued ability to expand the portfolio organically.
We look forward to an active period with the drill-bit as we commence the next phase of a drilling programme that will see at least 10 exploration wells in 2009 exposing investors to circa 200 MMbbls of net unrisked prospective resources ."
For the purposes of Rule 2.8 of the Takeover Code, Salamander reserves the right to announce an offer or possible offer or make or participate in an offer or possible offer for Serica and/or take any other action which would otherwise be restricted under Rule 2.8 of the Takeover Code within the six months following the date of this announcement in the event that: (i) an agreement or recommendation from the Board of Serica is forthcoming; (ii) there is an announcement by a third party of a firm intention to make an offer for Serica; (iii) Serica announces a "whitewash" proposal for the purposes of Rule 9 of the Takeover Code or a reverse takeover; or
(iv) there is a material change in circumstances.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL, OR AN INVITATION TO SUBSCRIBE FOR OR PURCHASE, ANY SECURITIES OR THE SOLICITATION OF ANY APPROVAL IN ANY JURISDICTION, NOR SHALL THERE BE ANY SALE, ISSUANCE OR TRANSFER OF THE SECURITIES REFERRED TO IN THIS ANNOUNCEMENT IN ANY JURISDICTION IN CONTRAVENTION OF APPLICABLE LAW.
The distribution of this announcement in jurisdictions other than the United Kingdom and Canada may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about, and observe, such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities laws of any such jurisdiction.
This announcement has been prepared for the purposes of complying with the applicable rules and regulations of the FSA, the London Stock Exchange, the TSX Venture Exchange, the Takeover Code and Canadian securities legislation and will be governed by English law and be subject to the jurisdiction of the courts of England. The information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws and regulations of any jurisdiction outside of the United Kingdom.