Shareholders of Dragon Oil (LSE: DGO) are being offered 750p per share by the firms majority shareholder, Emirates National Oil Company (ENOC).
As I predicted in May, 735p per share was not quite enough. ENOC has agreed to top up its previous offer in order to get the backing of an independent committee of Dragons directors.
Todays offer values Dragon at 3.7bn and represents a 47% premium to Dragons closing share price of 509p on 13 March, the day before ENOCs initial approach.
ENOC already owns 54% of Dragon shares and todays offer is likely to be final, unless a number of Dragons large minority shareholders combine to block the deal. According to ENOC, acceptances are needed from a further 23% of shareholders for the deal to go through.
Once this threshold is reached, Dragon shares will be de-listed from the Irish and London stock markets. At this point, any shareholders who choose not to accept the 750p offer will be left with shares that could be difficult to sell and may no longer provide a dividend income.
I believe this is quite a good offer for Dragon shareholders. Their firm only has one material asset and has proved unable or unwilling to expand over the last few years, despite the benefits of a $1.9bn cash balance and no debt.
Is Gulf Keystone next?
Dragon Oil has a number of similarities with Gulf Keystone Petroleum (LSE: GKP).
Both companies own one, large asset providing the potential for prolific long-term, low-cost production. Both operate in areas of the world where political risk is a factor. Both companies seem unlikely to make any further progress as independent operators.
Its clear that Dragons Cheleken field will fit well into ENOCs larger portfolio. Many oil experts believe that Gulfs Shaikan field could fit equally well into a larger portfolio.
Theres only one problem. Dragon is well financed and has net cash of $1.9bn. Relatively little investment is needed to maintain production from Cheleken at current levels of around 90,000 barrels of oil per day (bopd).
The story is quite different at Gulf. While production from Shaikan has risen to around 40,000 bopd over the last year, significant investment will be needed to take production up to the firms targeted level of 100,000 bopd.
Gulf also has $527m of debt that may need restructuring over the next 6-12 months. As of 8 April 2015, the firms cash balance was just $87m.
A potential buyer would need to buy or restructure the firms debt, as well as acquire its shares. They would also need to inject enough money to fund further Shaikan development.
A number of new wells would need to be drilled for future production and to try and convert Gulfs 1,024m barrels of oil equivalent of contingent resources into commercial reserves.
On top of all of this, there are the risks posed by the ISIS conflict in Iraq and long-running payment delays for oil exported from Kurdistan.
In my view, it all adds up to a situation where shareholders do not have a strong hand. Gulfs funding needs and the rights of its bondholders mean that the firms shares could prove a risky buy.
I believe there are better options elsewhere, including one small cap whose latest major product is “barely scratching the surface” of a 4bn market, according to the Motley Fool’s top analysts.
The company concerned is a similar size to Gulf Keystone but is already a profitable business. The Fool’s experts believe profits could rise significantly over the next few years.
For full details of this exciting opportunity, download “1 Top Small-Cap Stock From The Motley Fool” immediately.
This FREE, no-obligation report is available now.
To get your copy, just click here.
Roland Head has no position in any shares mentioned. The Motley Fool UK has no position in any of the shares mentioned. We Fools don’t all hold the same opinions, but we all believe that considering a diverse range of insights makes us better investors.