Sino Gas & Energy Holdings Enters into a Scheme Implementation Agreement

Sino Gas & Energy Holdings Limited announced it has entered into a Scheme Implementation Agreement with a wholly owned subsidiary of Lone Star Fund X Acquisitions, LLC (together with its affiliates, “Lone Star”) under which Lone Star proposes to acquire 100% of the issued share capital of Sino Gas by way of a scheme of arrangement.

Under the terms of the Scheme, Sino Gas shareholders will receive cash consideration of A$0.25 per Sino Gas share, subject to all applicable conditions being satisfied or waived and the Scheme being implemented.

The Scheme consideration at A$0.25 per share values Sino Gas at a market capitalisation of A$530 million. This represents an attractive premium of:

  • 19% to closing price of A$0.21 per share on 30 May 2018
  • 32% to 1 month VWAP of A$0.19 per share up to and including 30 May 2018
  • 39% to 3 month VWAP of A$0.18 per share up to and including 30 May 2018
  • 47% to 6 month VWAP of A$0.17 per share up to and including 30 May 2018

Lone Star is a private equity firm that invests globally in a range of different assets classes, including the oil and gas industry. Since inception in 1995, Lone Star has organised seventeen private equity funds with aggregate capital commitments totalling over US$70 billion. Funding for this acquisition is being provided by affiliates of Loan Star Fund X (U.S.), L.P. and Loan Star Fund X (Bermuda) L.P., which closed in November 2016 with a US$5.5 billion capital commitment. The Scheme is not subject to any funding condition.


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