Ranger Oil Ltd., Calgary, on Thursday said it has reached an agreement with Calgary-based Canadian Natural Resources Ltd. under which Canadian Natural will make an offer to purchase all of Ranger's outstanding common shares. Ranger's board of directors say they're recommending that Ranger shareholders accept the Canadian Natural offer.
The transaction will save Ranger from the clutches of Petrobank Energy & Resources Ltd., which made an unsolicited takeover offer for Ranger in April and has been pursuing the company doggedly ever since (OGJ, Apr. 17, 2000, p. 42).
Terms of the agreement call for Canadian Natural to offer $8.25 (Can.) cash per Ranger share, up to a maximum of $650 million (Can.), or 0.175 Canadian Natural share for each share of Ranger up to a total of 10 million Canadian Natural shares. The relative sizes of the firms can be gleaned from the financial and operating data in the table at the end of this story.
The cash offer represents a 53% premium over Ranger's average closing share price of $5.39 (Can.) for the 20-day period prior to start of Ranger's strategic alternatives review process on Apr. 5, 2000. The agreement concludes that process, under which Ranger's board determined that the Canadian Natural offer maximized value for Ranger's shareholders.
"This offer is in the best interest of our shareholders," says Fred Dyment, president and CEO of Ranger. "The Canadian Natural bid recognizes the strong underlying value of Ranger's assets and operations."
The combination also creates "a stronger platform to expand Ranger's international activities and pursue new opportunities," says Dyment.
1999 Ranger, Canadian Natural financial, operations data
CANADIAN NATURAL
Assets, $4.851 billion (Can.)
Revenues, $1,286 million (Can.)
Earnings, $200.2 million (Can.)
Crude and NGL production, 86,800 b/d
Gas production, 721 MMcfd
Proved crude and NGL reserves, 553.5 million bbl
Proved gas reserves, 2,183.1 bcf
RANGER
Assets, $1.2393 billion (US)
Revenues, $384 million (US)
Loss, $19.4 million (US)
Crude and NGL production, 59,400 b/d
Gas production, 109.4 MMcfd
Proved crude and NGL reserves, 214.2 million bbl
Proved gas reserves, 390.9 bcf