Slaughter and May is advising Premier Oil on its proposed merger with Chrysaor
Slaughter and May is advising Premier Oil on its proposed all share merger with Chrysaor and the reorganisation of Premier’s existing debt. The transaction will create the largest independent oil and gas company listed on the London Stock Exchange with combined production of over 250 kboepd.
The transaction, which constitutes a reverse takeover for the purposes of the Listing Rules, is expected to result in Premier’s stakeholders owning up to 23 per cent of the enlarged group and Chrysaor’s shareholders, including Harbour Energy, owning at least 77 per cent. Completion of the transaction is conditional on shareholder, creditor and regulatory approvals.
Slaughter and May has been advising Premier in its discussions with a subset of its creditors regarding a long-term refinancing solution to address the maturity date of its existing debt facilities. As a result of the transaction with Chrysaor, Premier’s total gross debt of approximately US$2.7 billion and certain hedging liabilities will be repaid and cancelled on completion in return for a cash payment of US$1.23 billion, shares in the enlarged group and the option to participate in a partial cash alternative. In addition, Premier’s existing letters of credit will be refinanced.
Creditor approvals for the transaction and, to support the implementation of the transaction, an extension of the maturity date will be sought through Court-approved restructuring plans under Part 26A of the Companies Act 2006.