What is happening?
On the 23rd of October 2015, Drillsearch announced that it had entered into a binding Merger Implementation Agreement to merge with Beach Energy Limited. The Merger brings together two complementary businesses that share a core focus on the Cooper Basin.
Under the Merger, Drillsearch Shareholders (other than Beach and its Related Bodies Corporate and Ineligible Foreign Shareholders) will receive 1.25 New Beach Shares for each Drillsearch Share held on the record date for the Merger.
The Merger was approved by Drillsearch Shareholders on Wednesday the 27th of January 2016 and by the court on Thursday the 18th of February 2016. The Scheme is expected to be implemented on the 1st of March 2016.
How much of the Merged Entity will Drillsearch shareholders own?
Drillsearch Shareholders will collectively hold approximately 30% of the Merged Group immediately after implementation of the Merger.
What will I receive?
Drillsearch Shareholders (other than Beach and its Related Bodies Corporate and Ineligible Foreign Shareholders) will receive 1.25 New Beach Shares in respect of each Drillsearch Share they hold on the record date for the Merger.
Will I have to pay brokerage or stamp duty?
No, Drillsearch Shareholders will not have to pay any brokerage or stamp duty on the transfer of their Drillsearch Shares under the Merger or receipt of New Beach Shares as consideration under the Merger.
Brokerage may apply to the sale of Drillsearch Shares before the record date for the Merger or the sale of New Beach Shares issued under the Merger.
Can I sell my shares now?
Following approval of the merger by the Court, Drillsearch Shares are suspended from trading as and from close of trading on the Second Court Date 18 February 2016.
What options do I have?
ALL Drillsearch Shareholders are bound by the scheme of arrangement and will receive Beach Shares.
Are there any conditions remaining?
No, the approval by the Federal Court of Australia was the final approval required.
When will the Merger be implemented?
The Merger is currently expected to be implemented on the 1st of March 2016.
What do I need to do to get my New Beach shares?
When your New Beach Shares have been issued to you, Beach’s share registrar Computershare will send you a holding statement to confirm your new Beach holding. You do not need to do anything to receive your New Beach Shares.
When will I receive my New Beach Shares?
New Beach Shares will be issued on or after the Implementation Date, which is expected to be the 1st of March 2016.
What if I am an Ineligible Foreign Shareholder?
An Ineligible Foreign Shareholder is a Drillsearch Shareholder that is located outside of Australia, New Zealand, Hong Kong, Singapore and Malaysia according to Drillsearch’s members register.
Ineligible Foreign Shareholders will be paid a cash amount from the net proceeds of the sale of the New Beach Shares that otherwise would have been provided to Ineligible Foreign Shareholders under the Merger. Payment will occur 5 Business Days after those net proceeds are transferred by the Foreign Nominee to Beach. Further details regarding Ineligible Foreign Shareholders are set out in Section 8.8 of the Scheme Booklet.
When is the record date?
The record date for the purposes of the Scheme is 7:00pm on Thursday, 25th of February 2016.
For further information regarding the proposed merger between Drillsearch and Beach please refer to the Scheme Booklet.