Mongolia-focused oil explorer Petro Matad Ltd (AIM: MATD) said it was notified on November 4 that its biggest shareholder Petrovis LLC bought a further 12,750,000 Petro Matad shares through the market, and now has an interest in 57,505,002 shares, or a 45.88 percent stake.
As the central management and control of Petro Matad is outside of the UK, the Channel Islands and the Isle of Man, the provisions of the UK Takeover Code do not apply to the company.
However, the Articles of Association include provisions in respect of mandatory offers. If a shareholder reaches a stake that would have triggered a mandatory offer under the UK Takeover Code but fails to make such an offer, the board is entitled, at its discretion, to disenfranchise such a shareholder.
In connection with Petrovis’ latest move, Petro Matad gave Petrovis approval to increase its shareholding without being disenfranchised. Petrovis has entered into a revised Relationship Agreement with the company which limits its voting rights to 40 percent of the shares.
Petro Matad announced on June 24 that Petrovis was investing a further £1.35 million in the company via a subscription to 10 million new shares in the group. At the time of the June 24 statement, the company said Petrovis held 27,505,002 shares, or a 28.44 percent stake in Petro Matad. Petrovis bought a further 7,250,000 Petro Matad shares through the market days after the subscription announcement, raising the holding to 39,755,002 shares, or 39.1 percent.