ADI - Adelphi Energy

nioka · 24 June 2010

The latest top 20 shows some unexpected and interesting new names.

ANZ nominees have gone from 1,910,055 to 6,837,754

Weresyd slf a/c new at 4,885,722

Harbour Nominees sl a/c new at 4,885,722

Comsec Nominees new at 4,887,623.

(copied from another forum with permission)

philly · 24 June 2010

Agentm said:
awe is performing pretty bad atm

7.5 mill exit today and the sp is screwed

huge exit for sure there and in one big hurry

The hunter could become the hunted lol
I reckon I'll offer a share

AWE seems to hold some good acreage in the Perth Basin, NZ and Yemen yet the SP is on a big slide
Maybe the market thinks it won't get all of ADI after all and management has stuffed up again
Time will tell
This is far from over IMO

prgudula · 25 June 2010

ARC ENERGY LIMITED LEVEL 4, 679 MURRAY STREET WEST PERTH 6005 AUSTRALIA

ASX Announcement
June 25, 2010
ARC ENERGY LIMITED ACHIEVES CONTROL OF ADELPHI

Further to our announcement of 21 June 2010, ARC Energy Limited* (“AEL”) is pleased to announce that it has achieved a 51.2% ownership of Adelphi Energy Limited (“Adelphi”).

AEL’s offer is compelling and AEL urges Adelphi shareholders to accept the offer for the following reasons:
1. AEL’s 42 cents per Adelphi Share Offer is fully priced and final;
2. Adelphi’s Directors have unanimously recommended that, shareholders who are concerned about being minority shareholders in Adelphi controlled by AEL, should accept the AEL offer;
3. AEL now controls Adelphi and Board transition arrangements will be pursued;
4. Adelphi directors have unanimously indicated that they will be accepting the AEL offer for their shares and options;
5. It is highly unlikely an alternative bid can emerge as AEL owns over 50% of Adelphi; and
6. If you do not accept AEL’s compelling offer you will be a minority shareholder in a controlled company, with the following significant future risks:

Lower trading liquidity once the offer lapses;
Likelihood of a lower trading price once the offer lapses; and
Potential for dilution from any future capital requirements by Adelphi.

The AEL Offer is scheduled to close on Friday 9 July 2010. Adelphi shareholders can immediately accept the AEL Offer by selling their Adelphi Shares on market to Macquarie Securities, acting on behalf of AEL.
Adelphi shareholders who have questions on AEL’s Offer should contact the AEL Offer Information Line on 1300 086 730 (toll free) (callers within Australia) or +61 3 9415 4198 (callers outside Australia).

For further information please see our website www.awexplore.com or
contact:

Bruce Wood Garry Marsden
Managing Director Corporate Development Manager
AWE Limited garry.marsden@awexplore.com
Phone: +61 2 8912 8000 Phone: 0400 040 106
* A wholly owned subsidiary of AWE Limited

nioka · 25 June 2010

prgudula said:
ARC ENERGY LIMITED LEVEL 4, 679 MURRAY STREET WEST PERTH 6005 AUSTRALIA

ASX Announcement
June 25, 2010
ARC ENERGY LIMITED ACHIEVES CONTROL OF ADELPHI

Further to our announcement of 21 June 2010, ARC Energy Limited* (“AEL”) is pleased to announce that it has achieved a 51.2% ownership of Adelphi Energy Limited (“Adelphi”).

AEL’s offer is compelling and AEL urges Adelphi shareholders to accept the offer for the following reasons:
1. AEL’s 42 cents per Adelphi Share Offer is fully priced and final;
2. Adelphi’s Directors have unanimously recommended that, shareholders who are concerned about being minority shareholders in Adelphi controlled by AEL, should accept the AEL offer;
3. AEL now controls Adelphi and Board transition arrangements will be pursued;
4. Adelphi directors have unanimously indicated that they will be accepting the AEL offer for their shares and options;
5. It is highly unlikely an alternative bid can emerge as AEL owns over 50% of Adelphi; and
6. If you do not accept AEL’s compelling offer you will be a minority shareholder in a controlled company, with the following significant future risks:

Lower trading liquidity once the offer lapses;
Likelihood of a lower trading price once the offer lapses; and
Potential for dilution from any future capital requirements by Adelphi.

The AEL Offer is scheduled to close on Friday 9 July 2010. Adelphi shareholders can immediately accept the AEL Offer by selling their Adelphi Shares on market to Macquarie Securities, acting on behalf of AEL.
Adelphi shareholders who have questions on AEL’s Offer should contact the AEL Offer Information Line on 1300 086 730 (toll free) (callers within Australia) or +61 3 9415 4198 (callers outside Australia).

For further information please see our website www.awexplore.com or
contact:

Bruce Wood Garry Marsden
Managing Director Corporate Development Manager
AWE Limited garry.marsden@awexplore.com
Phone: +61 2 8912 8000 Phone: 0400 040 106
* A wholly owned subsidiary of AWE Limited

Reads as an intimidating threat to me. It gets my hackles up and makes me more determined to hold on.

Agentm · 25 June 2010

nioka said:
Reads as an intimidating threat to me. It gets my hackles up and makes me more determined to hold on.

nioka, then who do you think will be bidding for adi? will it be a US based company or an another aussie one?

awe wants it, but i have not seen any other bid from anywhere.

if your holding on for another bidder then i would have thought over the last 48 hours their move would have been made.

i cant see it happening right now. i have held waiting to see if any appeared, but its evident to me the final bid by awe looks to be the winning bid.

just trying to understand where you see the bid coming from?

Sdajii · 25 June 2010

Agentm said:
just trying to understand where you see the bid coming from?

Admittedly, he has nothing to lose by waiting another two weeks or so. Maybe there'll be another bid... probably not, but stranger things have happened, and he isn't going to get any less if he sells 10 days from now rather than today.

I wish more people shared nioka's attitude. It's very sad to have seen AWE just stomp on the (relatively) little guy. Mid July is going to be very interesting for ADI.

nioka · 25 June 2010

I'm not expecting another bid. I just want fair value. That value will be proven if the Sugarloaf field can be productive and it appears that it will be. For AWE to get benefit from ADI they have to allow the minority shareholders to benefit along side them. They can not discriminate. That's the law.

In the event that they reach 90% they have to pay a price at an acceptable value to make a compulsory aquisition of the remaining shares. That price has been established by an independant source at this stage at 60c.

I will fight as long as possible to obtain that price or better.

Sdajii · 25 June 2010

Good on you! More people should have that spirit, you have my admiration and I hope everyone who digs their heels in gets justice. Even 60c is robbery in my eyes, especially for the long term holders.

Kremmen · 25 June 2010

There are two issues apart from lack of other bidders.

1) Yes, AWE can control the company now, but they can't absorb it unless we all sell. If they want to get to 90%, they have to make it worth it for us. If they want to take over completely, there's a buyer for every share. At this price, there isn't a seller for every share. Thus, supply < demand.

2) CGT. Those (non-traders) who have invested in ADI in the past 6-9 months have a huge tax bill coming if they dispose of them now, and a much less huge tax bill if they can delay for a few months.

philly · 25 June 2010

nioka said:
The latest top 20 shows some unexpected and interesting new names.

ANZ nominees have gone from 1,910,055 to 6,837,754

Weresyd slf a/c new at 4,885,722

Harbour Nominees sl a/c new at 4,885,722

Comsec Nominees new at 4,887,623.

(copied from another forum with permission)

nioka said:
Reads as an intimidating threat to me. It gets my hackles up and makes me more determined to hold on.

nioka said:
I'm not expecting another bid. I just want fair value. That value will be proven if the Sugarloaf field can be productive and it appears that it will be. For AWE to get benefit from ADI they have to allow the minority shareholders to benefit along side them. They can not discriminate. That's the law.

In the event that they reach 90% they have to pay a price at an acceptable value to make a compulsory aquisition of the remaining shares. That price has been established by an independant source at this stage at 60c.

I will fight as long as possible to obtain that price or better.

Sdajii said:
Good on you! More people should have that spirit, you have my admiration and I hope everyone who digs their heels in gets justice. Even 60c is robbery in my eyes, especially for the long term holders.

I agree with all of you. I got into ADI in 2006 by seeking out information and reading forums like this [ thanks agentm] I don't plan to sell out without a fight. I am an investor and I will fight for a fair price for my shares. ASF ADI HOLDERS UNITED

AngusSmart · 25 June 2010

So what's everyones opinion on whats to happen if we dont accept their offer and choose to hang onto our shares? surely they will still have to kick on under instruction of hilcorp? and keep whatever agreement they have with the JVP. and it would be business as usual, just under new management.. which we know that management might not be the best..

philly · 25 June 2010

AngusSmart said:
So what's everyones opinion on whats to happen if we dont accept their offer and choose to hang onto our shares? surely they will still have to kick on under instruction of hilcorp? and keep whatever agreement they have with the JVP. and it would be business as usual, just under new management.. which we know that management might not be the best..

There seems to be all this bad press [mainly coming from AWE] about being a minority shareholders, but hell have'nt we always been the little players here because AWE has always held a third of the shares.
The loss we suffer is the loss of a good BOD although I still think they gave up meekly on this bid. Increasing the bid by 2 cents is hardly a compelling reason to abandon ship especially when 2 weeks before a fair price was 61 cents
Until AWE gets a 90% interest they can't force us to sell. In the meantime the new BOD are duty bound to progress the company. AWE will have to develop the Sugarloaf and don't forget about Yemen. Hilcorp is a private company motivated by profit it isn't going to sit around playing games with AWE. It is committed, cashed up and ready to drill more and more wells. Any further discoveries are going to add to the SP which is what the remaining holders want.
Until AWE achieves 90% [and there is no certainty they will given that not all holders are prepared to sell at 42 cents] I can't see any downside
Open to consider any other views. Cheers

noco · 25 June 2010

AngusSmart said:
So what's everyones opinion on whats to happen if we dont accept their offer and choose to hang onto our shares? surely they will still have to kick on under instruction of hilcorp? and keep whatever agreement they have with the JVP. and it would be business as usual, just under new management.. which we know that management might not be the best..

I'm hanging in untill the due date and sell the day before. IMHO the sp could drop after the offer closes 9th July.

Agentm · 25 June 2010

noco said:
I'm hanging in untill the due date and sell the day before. IMHO the sp could drop after the offer closes 9th July.

bingo

nice to see there is some reason here..

awe have bidded higher than the comparative value of aut and eka. and in all likelihood, like it or not, post the offer date the share will trade lower

all this talk about rallying people to hold out has never come with the disclaimer that a lower price would in all likelihood occur post the expiry of the offer

i would love to see some of these guys actually convince me that the adi sp will rise post the offer date..

when adi is currently on a way higher trading peg to the jvp partners right now, how can it climb even higher post the offer??

open question nioka, and a very fair one.. and you know i am holding a huge bundle right now..

please make it clear to me how it will happen..

nioka · 25 June 2010

Agentm said:
bingo

nice to see there is some reason here..

awe have bidded higher than the comparative value of aut and eka. and in all likelihood, like it or not, post the offer date the share will trade lower

all this talk about rallying people to hold out has never come with the disclaimer that a lower price would in all likelihood occur post the expiry of the offer

i would love to see some of these guys actually convince me that the adi sp will rise post the offer date..

when adi is currently on a way higher trading peg to the jvp partners right now, how can it climb even higher post the offer??

open question nioka, and a very fair one.. and you know i am holding a huge bundle right now..

please make it clear to me how it will happen..

I'll return the question with a question.

1. What will the SP of EKA be when Hillcorp are repaid the costs of drilling and wells are producing.
2. What will the SP be for AUT at the same time.
3. What would you expect ADI to be worth at that same time.

We invested in ADI to get the benefit of an oil and gas find. We accept the risk of no find no value. There is a find and the size of that find will determine the value of that find.

I will not be bullied by anyone or anything and that is what AWE are trying on. In my lifetime I have fought bigger industrial battles than this so it doesn't worry me to have to take them on. They can buy me out, but not for 42c. They won't bully me out. Their last message was pure bully bulls^#>t.

bazollie · 26 June 2010

Well, from a long suffering shareholder I cannot see any resolve from here.

AWE have controlling interest now, they hold enough shares to form a blocking bid from potential suitors, and the roll over of the new financial year for newish shareholders to book their profit in 2010-2011 financial year makes it a given!!

I have stuck with ADI for a number of years through CR's, GFC, Oil Spills in the Gulf- you name it! I really did think that after Hilcorp's involvement we would all propser long term. The holdings that AWE have had since the ARC demerger has been against us ( even though I failed to realise) I always thought that ADI would eventually kick the goals, dot the "I's" and all the other buzz words you want to use. Well , my quest to turn a 40 cent share into a $4 share has been shattered by the ADI Major Shareholder.

I have sold out today , and even though I have failed to materialise a large profit, I have realised a lot of cash that I can convert into other stocks that are truly undervalued at the moment.

I can moan and complain for the next 2 months about ADI but guess what? The price stands- 42 cents and move on. We all have different reasons for investing and buying and selling in various times and cycles, I am now into other stocks that I believe will return me over 40% in the next 6 months.

I am not going to stick around and pretend that I will make a difference to AWE and their quest to snaffle a potential cash box. Between a good friend of mine and myself our combined stockholdings would have been easily in the top 20.

I am moving on to make money in other places, and preferably in stocks that don't have major shareholders who will have my ba$ls in a vice!!

Regards and good luck to the few remaining ADI holders!

Bazollie

Kremmen · 26 June 2010

Agentm said:
awe have bidded higher than the comparative value of aut and eka. and in all likelihood, like it or not, post the offer date the share will trade lower

ADI got pushed ahead and (if we were to ignore CGT) it would be better to simply switch to EKA and AUT. However, those who are prepared to switch out at 42c are the ones doing so.

Who will sell after the offer expires? If the remaining shareholders are ones such as nioka who won't accept 42c, there will be no sellers below that. Given a random spread of shareholders, or a situation in which AWE was buying some arbitrarily smaller parcel of shares, you'd expect the price to fall. But the remaining ADI shareholders will not be a random sampling, they will be, by definition, the group of people who've decided not to sell at 42c.

Seems to me that the most logical (and some people aren't logical, or might panic, or suddenly need to liquidate for some real-life reason) result is a stock which doesn't trade, with buyers sitting below 42c and sellers sitting above. If that happens, AWE have to decide whether to encourage those minority holders to sell (i.e. them offer more) or wait it out. ... and the longer they wait, the more the value will rise.

Agentm · 26 June 2010

nioka said:
I'll return the question with a question.

1. What will the SP of EKA be when Hillcorp are repaid the costs of drilling and wells are producing.
2. What will the SP be for AUT at the same time.
3. What would you expect ADI to be worth at that same time.

We invested in ADI to get the benefit of an oil and gas find. We accept the risk of no find no value. There is a find and the size of that find will determine the value of that find.

I will not be bullied by anyone or anything and that is what AWE are trying on. In my lifetime I have fought bigger industrial battles than this so it doesn't worry me to have to take them on. They can buy me out, but not for 42c. They won't bully me out. Their last message was pure bully bulls^#>t.

nioka

i gather your not able to answer just a simple question.. why is that?

i am not asking from you anything other than a very simple answer. to a very fair question.. please dont reply with hypotheticals, or questions to me on future hypotheticals... the current takeover is not a hypothetical, its a straight out buyout. real, tangible and imminent . i am a substantial holder and here is the question for you once more... as you are not making it very clear to the people you are trying to rally that there is a massive risk that post the expiry date of the offer..JULY 9.... the sp in all likelihood will tank bigtime downwards..

so if you could please just forget your personal views on bullying, and we all get that your not happy, the message is well received.. just focus on the very important question, you cant ignore the consequence of the expiry date..

when adi is currently on a way higher trading peg to the jvp partners right now, how can it climb even higher post the offer??

tia

bazollie said:
Well, from a long suffering shareholder I cannot see any resolve from here.

AWE have controlling interest now, they hold enough shares to form a blocking bid from potential suitors, and the roll over of the new financial year for newish shareholders to book their profit in 2010-2011 financial year makes it a given!!

I have stuck with ADI for a number of years through CR's, GFC, Oil Spills in the Gulf- you name it! I really did think that after Hilcorp's involvement we would all propser long term. The holdings that AWE have had since the ARC demerger has been against us ( even though I failed to realise) I always thought that ADI would eventually kick the goals, dot the "I's" and all the other buzz words you want to use. Well , my quest to turn a 40 cent share into a $4 share has been shattered by the ADI Major Shareholder.

I have sold out today , and even though I have failed to materialise a large profit, I have realised a lot of cash that I can convert into other stocks that are truly undervalued at the moment.

I can moan and complain for the next 2 months about ADI but guess what? The price stands- 42 cents and move on. We all have different reasons for investing and buying and selling in various times and cycles, I am now into other stocks that I believe will return me over 40% in the next 6 months.

I am not going to stick around and pretend that I will make a difference to AWE and their quest to snaffle a potential cash box. Between a good friend of mine and myself our combined stockholdings would have been easily in the top 20.

I am moving on to make money in other places, and preferably in stocks that don't have major shareholders who will have my ba$ls in a vice!!

Regards and good luck to the few remaining ADI holders!

Bazollie

with arq previously, i think the relationship of a blocking stake was always a positive for adi.. i recall it being mentioned many times back then,, with awe buying out arq the playing field changed.. i was pretty concerned.. most of last year my major concern was whether awe would take out adi in the .06 region. i gather they had cold feet then as the resource was yet to be defined or proven,, so a higher risk then, but each day the play was further derisked the better the possibility of an awe buyout..

good luck bazza. and i agree its disappointing the bid came through before some long term value could have been achieved.. feel the same myself..

Kremmen said:
ADI got pushed ahead and (if we were to ignore CGT) it would be better to simply switch to EKA and AUT. However, those who are prepared to switch out at 42c are the ones doing so.

Who will sell after the offer expires? If the remaining shareholders are ones such as nioka who won't accept 42c, there will be no sellers below that. Given a random spread of shareholders, or a situation in which AWE was buying some arbitrarily smaller parcel of shares, you'd expect the price to fall. But the remaining ADI shareholders will not be a random sampling, they will be, by definition, the group of people who've decided not to sell at 42c.

Seems to me that the most logical (and some people aren't logical, or might panic, or suddenly need to liquidate for some real-life reason) result is a stock which doesn't trade, with buyers sitting below 42c and sellers sitting above. If that happens, AWE have to decide whether to encourage those minority holders to sell (i.e. them offer more) or wait it out. ... and the longer they wait, the more the value will rise.

i think the question is who will buy from you after the bid has expired..

how many will place their hard earned capital into a share that imho will not be managed with any objective of making adi seem valuable, that would be self defeating..

will you be buying adi post the buy out expiry date kremmen?

philly · 26 June 2010

noco said:
I'm hanging in untill the due date and sell the day before. IMHO the sp could drop after the offer closes 9th July.

Agentm said:
bingo

nice to see there is some reason here..

awe have bidded higher than the comparative value of aut and eka. and in all likelihood, like it or not, post the offer date the share will trade lower

all this talk about rallying people to hold out has never come with the disclaimer that a lower price would in all likelihood occur post the expiry of the offer

i would love to see some of these guys actually convince me that the adi sp will rise post the offer date..

when adi is currently on a way higher trading peg to the jvp partners right now, how can it climb even higher post the offer??

open question nioka, and a very fair one.. and you know i am holding a huge bundle right now..

please make it clear to me how it will happen..

Like nioka, I'm a holder hanging out for a fairer price but I can why noco and agentm think that the SP could drop after the closure of the offer

On 17/5/10 when AWE announced it's 40 cent bid for ADI.
The previous [14/5/10] closing prices for the JVP were ADI 28cents, AUT 80cents and EKA .195cents.

Since that time these annoncements have effected all the JVP
on 4/6/10 the 30 day production figures for Morgan #1H and Easley #1H were released
on 8/6/10 the initial production rates for Grande Rancho #1 were released

At cob on 25/6/10 the closing prices of the JVP [compared to 14/5/10] were ADI 42cents [up 50%], AUT 81cents [steady] and EKA 22cents [up 12%]

There is a premium built into the ADI SP that the others don't have so the SP can drop when the offer closes.
IMO it shouldn't give it all up because of the positive announcements made since the bid. I would think a SP in the low 30's or thereabouts
Also AWE would want to keep the SP up otherwise it will immediately be losing value with its acqusition.
And there won't be as much shares being traded after the bid closes.
Given that a new bidder is unlikely [I wish HILCORP and KK&R would have a go] the only way the SP can hold ground is more positive news from the wells, but when this comes will also be relevant. The sooner the better for all us holders. In the meantime I will reconsider my exit strategy.
Thank you all for your thoughts

Agentm · 26 June 2010

philly

anyone can do as they wish in this takeover, but why cant the ones who urge holding out not discuss any possibility of a downside in their less than convincing ranting of bullying ?

i think its a fair question to ask.. and i am very curious as to whether those advocating holding can put forward a very compelling and fair answer as to how the adi wont tank past the expiry date, as i said, i have a good holding in adi and i am waiting for some clear answers here..

always in for better value, but where is the clarity here, is someone just guessing or wishing for a higher price on adi here? or can someone post up how the adi price will rise immediately post the july 9 deadline?

ADI - Adelphi Energy

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