Under the terms of the agreement, which has been approved by Apco’s board of directors, Apco shareholders will receive $14.50 in cash for each share of Class A and ordinary shares they own in a transaction valued at $427 million.
The per share price represents an 18% premium to Apco’s closing share price of $12.30 on Oct. 1 and a 52% premium to the closing price on May 1, 2013, which was the day prior to when Apco’s majority shareholder announced that it would consider the disposition of its Apco interests.
The transaction is subject to two-thirds approval by Apco shareholders and other customary closing conditions. WPX Energy (NYSE:WPX), which owns a 69% controlling equity interest in Apco, supports the merger agreement.
Apco will file a proxy statement with the Securities and Exchange Commission and schedule a meeting for shareholders to approve the merger agreement. WPX has executed a power of attorney to vote in favor of the adoption of the merger agreement unless the merger agreement is terminated prior to shareholder approval.
Jefferies served as the exclusive financial advisor to Apco in connection with the transaction. Weil, Gotshal and Manges LLP acted as legal advisors to Apco.