LEGAL moves to delay the buyout of oil and gas service company Expro International by a private-equity consortium were rejected yesterday, leaving rival bidder Halliburton out of the running.
A High Court judge sanctioned a scheme of arrangement under which Expro will be bought by Umbrellastream, a consortium led by Candover and including Goldman Sachs Capital and Alpinvest Partners.
Mr Justice David Richards refused an application by shareholders of 22% of Expro’s issued capital for a two-week adjournment, which could have allowed American oilfield contractor Halliburton to re-enter the field on the basis of a takeover auction.
Umbrellastream has offered £16.15 a share in a bid worth £1.81billion.
Halliburton offered £16.25 at the eleventh hour last Friday, but withdrew after Expro’s independent directors decided it would not be in shareholders’ interests to accept an offer involving delay in payment and “execution risks” associated with it.
Expro calculated – on the basis of a sample investment in a high-street bank – that shareholders would end up receiving less under the Halliburton offer than under the lower Umbrellastream bid.
Under the terms of its withdrawal, Halliburton retained the option to return to the bidding if court proceedings to sanction the Umbrellastream buyout were delayed for two weeks or more.
An adjournment was sought yesterday by Mason Capital Management and other shareholders who wanted time to reflect, in the hope that Halliburton would come back on the scene to the advantage of all shareholders, however, the judge said no criticism could be made of the Expro board’s assessment of the relative benefits and risks involved.
An adjournment would perpetuate uncertainty to the potential disadvantage of shareholders, he said.
A second court hearing to confirm an associated capital reduction is due for Monday.
Expro said the scheme was expected to become effective on Tuesday and it would ask for its London-listed shares to be cancelled on Thursday.
Expro employs about 700 people in Aberdeen out of its global workforce of more than 4,000.