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Armour Energy Ltd

ASX:AJQ
A$0.100Latest close held · delayed

Past year: ▼ 20%(10.0c – 12.5c AUD)

Market cap
A$10.2m
Shares on issue
102m
In-ground value
A$793m
Risked multiple
19.48×
Story beats
218 since 2012
Last event
29 Aug 2024

Announcements, explained

Each one in plain English, with the numbers worked through for a shareholder.

11 Jan 2016farm in farm out agreement▼ BadMajor

AEGP says on 9 January it finished due diligence, but Armour gave notice the native title assignment condition could not be satisfied. A risk remains that either side terminates or renegotiates the farm-out, which is separate from the bid closing 12 January.

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8 Jan 2016farm in farm out agreement● Neutral

Armour disputes AEGP's claim, saying the native title condition can be met by the cut-off. It says it supplied deeds signed with the Northern Land Council, and sees no substantive difference from AEGP's required form. It knows of no reason other conditions can't be met.

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7 Jan 2016farm in farm out agreement▼ BadMajor

AEGP says farm-out conditions remain outstanding ahead of the 9 January cut-off, and a native title assignment is now unlikely to be met as required. Either party could then terminate or renegotiate, putting the US$130m farm-out at risk.

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4 Jan 2016business combination● Neutral

A law firm lodged, for AEGP, the required notice of the status of defeating conditions for the proportional bid. The cover letter has no substance; the enclosed notice itself is not in the text.

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24 Dec 2015business combination● Neutral

Armour's Target's Statement responds to AEGP's 25c cash proportional bid for 13.62% of each holding. Directors unanimously recommend accepting, absent a superior proposal. Largely formalises the recommendation already given; the remaining text is truncated.

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2 Dec 2015farm in farm out completion▲ GoodMajor

AEP received FIRB approval for the farm-out and its shareholding, up to 15.95% of Armour. Closing can occur up to 9 January 2016, when AEP pays US$13m. AEP will subscribe a further $3.75m at 20c; its first 5% ($3.75m) was completed 4 November. The bid could take it to 20%.

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1 Dec 2015business combination● Neutral

AEGP lodges its bidder's statement for the 25c cash proportional bid for 13.62% of each Armour holding. The offer date is 11 December 2015 and it closes 12 January 2016 unless withdrawn. Terms match those already announced.

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18 Nov 2015regulatory community update▲ GoodMajor

The NT Government selected Jemena to build the $800m, 622km North East Gas Interconnector via the Northern Route, Tennant Creek to Mount Isa. It is expected to cross Armour's EP177 and EP178, giving potential market access. This resolves the open pipeline selection thread.

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17 Nov 2015investor presentation● Neutral

Presentation for the 17 November AGM promotes five projects, the McArthur Basin and the AEP farm-out (up to US$130m for up to 75%), plus Roma Shelf. It repeats known terms and resource estimates. No new figures; text is truncated.

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5 Nov 2015business combination● NeutralMajor

WestSide formally withdrew its takeover offer for Armour effective 5 November 2015, with ASIC consent. All acceptances are void and shareholders are free to deal with their shares. This ends the competing bid, leaving AEP's 25c proportional bid as the live offer.

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2 Nov 2015asset acquisition disposition▲ GoodMajor

Queensland regulator gave indicative approval for the Roma Shelf transfer. The agreement covering Origin-owned assets is now unconditional, with completion due 13 November; payments include $5.1m at completion and $10.7m in financial assurance. Third-party joint venture parts remain conditional. Oil restart expected within 3 months of title registration.

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2 Nov 2015admin correction● Neutral

Armour said Queensland's DNRM gave indicative approval to transfer the Roma Shelf assets from Origin, making the Sale and Purchase Agreement covering the 100% Origin-owned assets unconditional. Completion was set for 13 November 2015, with title registration expected around January 2016.

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30 Oct 2015business combination▲ GoodMajor

Shareholders approved all resolutions at the 30 October meeting, so the US$130m American Energy farm-out can proceed subject to remaining conditions. AEP's 25c proportional bid for 13.62% of each holding must be dispatched within 42 days. Board recommends accepting it and rejecting WestSide's 20c.

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30 Oct 2015business combination● NeutralMajor

WestSide says the farm-out approval means its 20c offer cannot become unconditional, so acceptances will not create binding contracts. It terminated its implementation agreement with Armour and will seek ASIC consent to withdraw. WestSide holds 1.74% (5.29m shares).

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30 Oct 2015quarterly activities report● Neutral

Quarter to 30 September 2015: the American Energy farm-out and the Roma Shelf purchase were signed, and prospective gas resources were lifted from 34 to 57 Tscf. Shares on issue were 304.6m, market value $55m at 18c. Mostly repeats known events; pipeline selection awaited.

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30 Oct 2015investor presentation● Neutral

Armour's presentation for the 30 October meeting promotes the AEP farm-out (up to US$130m spend for 75%) and the Roma Shelf purchase, repeating known terms. It notes AEP has been led by Aubrey McClendon, formerly of Chesapeake. No new figures; text is truncated.

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29 Oct 2015business combination● Neutral

Armour's second supplementary Target's Statement now recommends shareholders reject WestSide's 20c offer, vote for the AEP farm-out and accept AEP's 25c proportional bid. It notes 20c is below the expert's preferred 22-37c range and that the AEP bid is not yet formally made.

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28 Oct 2015business combination▼ Bad

WestSide reports that institutional shareholders have withdrawn all acceptance instructions (about 3.04m shares, 0.997%) from its acceptance facility. Total acceptances fall to about 1.6m shares, 0.53%. This follows Armour's board switching support to the AEP package.

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28 Oct 2015debt financing▲ GoodMajor

DGR Global increases its loan facility for Armour's Roma Shelf purchase from $15m to $19m. All other material terms are unchanged. The announcement also includes an unrelated update on DGR's SolGold investment.

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28 Oct 2015agm notice● Neutral

Armour supplements the 30 October meeting notice. The board now unanimously recommends voting for all three AEP resolutions, saying the 25c proportional bid plus farm-out beats WestSide's 20c offer. The expert's view that the farm-out is fair and reasonable is unchanged.

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27 Oct 2015business combination▲ GoodMajor

American Energy announces it will make a proportional takeover for 13.62% of each Armour holding at 25c, 25% above WestSide's 20c, if the 30 October meeting approves the farm-out. It would hold up to 14.99% via the bid, and a maximum 19.23% after the share placements.

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27 Oct 2015business combination▲ GoodMajor

Armour reverses course: it signs a deal with American Energy for a proportional takeover of 13.62% of each holding at 25c, alongside the farm-out. The board calls this superior and now recommends voting for AEP and rejecting WestSide's 20c. DGR will vote for it but not sell.

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27 Oct 2015business combination▲ GoodMajor

DGR Global (24.64% of Armour) backs the American Energy farm-out and has irrevocably agreed to vote 19.99% of Armour's shares for it. It calls the package superior to WestSide's 20c offer and will not accept the 25c proportional bid. This reverses its earlier non-committal stance.

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26 Oct 2015business combination● Neutral

Armour's first supplementary Target's Statement restates the 20c WestSide offer (about A$60.9m) and the board's recommendation to accept and vote against all items at the 30 October meeting. Directors say they have already accepted. Superseded the next day by the AEP proposal.

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19 Oct 2015business combination● Neutral

WestSide's second supplementary bidder's statement restates its 20c cash offer, open to 9 November, as best and final absent a superior proposal. It repeats the Armour board's recommendation to accept and to vote against AEP. No new terms; text is truncated.

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19 Oct 2015other● Neutral

DGR Global, Armour's largest shareholder (75.05m shares, about 24.6%), says a press report that it will sell into WestSide's 20c bid is wrong. It has made no recommendation and no decision on the bid or on voting at the AEP farm-out meeting.

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16 Oct 2015business combination● Neutral

Formal WestSide notices: offer price raised from 12c to 20c, offer period extended from 23 October to 9 November 2015, and status-of-conditions notice date moved to 1 November. The bid remains subject to its conditions. Implements the terms announced the day before.

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16 Oct 2015agm notice● Neutral

Armour sent out its 2015 AGM notice; the meeting is scheduled for 17 November 2015 in Brisbane. Items include the remuneration report, re-election of Nicholas Mather and Roland Sleeman, and ratification of share issues. Administrative.

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16 Oct 2015annual report● Neutral

Armour's 2015 annual report, with the chairman describing a period of challenges, including Victorian drilling bans and poor markets. It points to the AEP farm-out and the APA gas pipeline deal as growth steps. The text is truncated; accounts were already released in September.

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15 Oct 2015business combination▲ GoodMajor

WestSide formally raises its offer to 20c a share, best and final absent a superior proposal, and extends it to 9 November 2015. It will not rely on the AEP breach if shareholders reject AEP at the meeting. It also opens an institutional acceptance facility.

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