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STRIKE ENERGY LIMITED — M&A Activity 2023
Jan 16, 2023
65876_rns_2023-01-16_739f8e47-e9cd-480e-a94d-0e4b70d5a991.pdf
M&A Activity
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DLA Piper Australia Whadjuk Country Level 21 240 St Georges Terrace Perth WA 6000 PO Box Z5470 Perth WA 6831 Australia T: +61 8 6467 6000 F: +61 8 6467 6001 dlapiper.com
Market Announcements Office ASX Limited Level 40, Central Park 152-158 St Georges Terrace PERTH WA 6000
By online lodgement
17 January 2023
FOR IMMEDIATE RELEASE TO THE MARKET
Dear Sir/Madam
Strike West Holdings Pty Ltd – Fourth supplementary bidder’s statement
We act for Strike West Holdings Pty Ltd ACN 616 395 398 ( Strike West ), a wholly owned subsidiary of Strike Energy Limited ACN 078 012 745 (ASX: STX) ( Strike ), in relation to its off-market takeover bid to acquire all of the shares in Warrego Energy Limited ACN 125 394 667 (ASX: WGO) ( Warrego ) that Strike does not already own ( Takeover Bid ) and have been authorised by the board of Strike and Strike West to provide this release.
On behalf of Strike West, we attach a fourth supplementary bidder’s statement, dated 17 January 2023 ( Fourth Supplementary Bidder’s Statement ), which supplements Strike West’s bidder’s statement dated 23 December 2022 as supplemented by the first supplementary bidder’s statement dated 30 December 2022, second supplementary bidder’s statement dated 6 January 2023 and third supplementary bidder’s statement dated 12 January 2023 in relation to its Takeover Bid.
A copy of the Fourth Supplementary Bidder’s Statement has been lodged with the Australian Securities and Investments Commission and sent to Warrego today.
Yours sincerely
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James Stewart Partner
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Matthew Nowotny-Walsh Senior Associate
T: +61 2 9286 8112 [email protected]
T: +61 8 6467 6043 [email protected]
DLA Piper Australia
DLA Piper Australia
DLA Piper Australia is part of DLA Piper, a global law firm, operating through various separate and distinct legal entities. A list of offices and regulatory information can be found at dlapiper.com
THIS IS AN IMPORTANT DOCUMENT AND REQUIRES YOUR IMMEDIATE ATTENTION If you are in doubt as to how to deal with it, you should consult your financial, legal or other professional adviser as soon as possible
IMPORTANT INFORMATION
This document is the fourth supplementary bidder's statement ( Fourth Supplementary Bidder's Statement ) under section 643 of the Corporations Act issued by Strike West Holdings Pty Ltd (ACN 616 395 398) ( Strike West ) in relation to its off-market takeover offer to acquire all of the shares in Warrego Energy Limited (ACN 125 394 667) ( Warrego ) that Strike Energy Limited (ACN 078 012 745) ( Strike ) does not already own ( Offer ) contained in Strike West’s bidder’s statement dated 23 December 2022 ( Original Bidder's Statement ) as varied and supplemented by the first supplementary bidder's statement dated 30 December 2022 ( First Supplementary Bidder’s Statement ), second supplementary bidder’s statement dated 6 January 2023 ( Second Supplementary Bidder’s Statement ) and third supplementary bidder’s statement dated 12 January 2023 ( Third Supplementary Bidder’s Statement ).
This Fourth Supplementary Bidder's Statement supplements, and should be read together with, the Original Bidder's Statement, the First Supplementary Bidder’s Statement, the Second Supplementary Bidder’s Statement and the Third Supplementary Bidder’s Statement. This Fourth Supplementary Bidder’s Statement will prevail to the extent of any inconsistency with the Original Bidder's Statement, the First Supplementary Bidder’s Statement, the Second Supplementary Bidder’s Statement or the Third Supplementary Bidder’s Statement.
A copy of this Fourth Supplementary Bidder's Statement was lodged with ASIC and provided to ASX on 17 January 2023. Neither ASIC, ASX nor any of their respective officers takes any responsibility for the contents of this Fourth Supplementary Bidder's Statement or the merits of the Offer. This Fourth Supplementary Bidder's Statement has been approved by a unanimous resolution passed by the directors of Strike and Strike West.
Words and phrases defined in this Fourth Supplementary Bidder's Statement have the same meaning as in the Original Bidder's Statement unless the context requires otherwise.
SUPPLEMENTARY INFORMATION
1. Application for admission to quotation condition satisfied
Strike West’s Appendix 3B lodged on 11 January 2023 in relation to the Offer was lodged outside the timeframe required by section 625(3)(c)(i) of the Corporations Act. Strike West has received a remedial order from the Federal Court of Australia pursuant to section 1325A(2) of the Corporations Act that for the purposes of the Offer, the date for compliance with section 625(3)(c)(i) of the Act be extended to 11 January 2023. Accordingly, the statutory condition in section 625(3)(c)(i) of the Corporations Act, and for the purposes of paragraph 9.7(a)(i) of the Offer Terms, has been fulfilled.
2. Strike Offer is now unconditional
Strike West is pleased to announce that it has today waived the remaining defeating condition to its Offer.
The Offer is now unconditional and Strike West will now be processing all acceptances received in accordance with the Offer Terms. By way of summary, if you accept the Offer, the Offer Consideration will be provided to you within 7 Business Days of the date on which Strike West receives your valid acceptance in accordance with the Offer Terms.
Strike West urges all Warrego Shareholders to ACCEPT Strike’s Offer for the reasons set out in the Original Bidder’s Statement, First Supplementary Bidder's Statement, Second Supplementary Bidder's Statement, Third Supplementary Bidder’s Statement and this Fourth Supplementary Bidder's Statement.
A copy of the formal notice under section 650F of the Corporations Act declaring Strike West’s Offer unconditional is attached to this Fourth Supplementary Bidder’s Statement as Annexure 1.
3.
Offer Information Line
If you have any questions about the Strike Offer please call the Offer Information Line, on 1300 737 760 from within Australia (toll-free) or +61 2 9290 9600 from outside Australia (charges apply) between 8.15am and 5.30pm (Sydney time) Monday to Friday. We also recommend you consult your financial, legal or other professional adviser.
APPROVAL OF FOURTH SUPPLEMENTARY BIDDER'S STATEMENT
This Fourth Supplementary Bidder's Statement has been approved by unanimous resolutions of the directors of Strike West and Strike.
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Signed by John Poynton, Chairman of Strike 17 January 2023
Signed by Stuart Nicholls, Director of Strike West 17 January 2023