ADES Holding increases cash offer in Shelf Drilling merger

ADES has revised the estimated cost synergies upwards to $50–60m annually. Credit: maxim ibragimov/Shutterstock.com.

ADES Holding has announced revised terms for its proposed merger with Shelf Drilling, increasing the cash consideration by 28% to Nkr18.50 ($1.88) per share.  

This adjustment comes after discussions with Shelf Drilling’s senior management and a review of market fundamentals. 

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In a statement to Tadawul, ADES Holding announced that the revised offer has garnered binding commitments, including ADES’ own share, which accounts for 53.4% of the votes in favour of the merger.  

This represents a substantial increase from the 15% support received before the initial announcement on 5 August, reported Argaam. 

Shelf Drilling’s board has unanimously recommended the revised offer.  

ADES has also raised its estimated annual cost synergies by $10m, bringing the total to $50–60m, up from the previously estimated $40–50m. 

The updated terms indicate an approximate 6% increase in the total enterprise value that ADES will pay. All other aspects of the proposed merger remain unchanged. 

ADES plans to call a new extraordinary general meeting to obtain shareholder approval for the revised offer. 

The deal timeline remains the same, with completion expected in the fourth quarter of 2025, as per the joint announcement issued on 5 August.  

In August, ADES International Holding, a subsidiary of ADES Holding, entered into an agreement to acquire all issued and outstanding shares of Shelf Drilling.  

This acquisition will be executed as a cash merger in accordance with the laws of the Cayman Islands, with Shelf Drilling continuing as the surviving entity. 

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