New Dawn Energy Offer Reaches 80% Acceptance Level

Media Release

New Dawn Energy Offer Reaches 80% Acceptance Level

11 December, 2012 – New Dawn Energy Limited’s takeover offer for all the shares and options in oil and gas exploration company, L&M Energy Limited, hit a new milestone last Friday with shareholder acceptances surpassing the 80% level.

The milestone was reached as the independent report provided with L&M Energy’s Target Company Statement released on 5 December included a valuation range for L&M Energy’s shares of between near to zero and A$0.051 per share, leading the independent directors to unanimously recommend that shareholders accept the A$0.06 per share offer.

The subcommittee of independent L&M Energy directors, assisted by independent adviser KordaMentha, noted the absence of any counter-proposal and that the offer price represents a 40% premium to the volume weighted average price of L&M Energy’s shares in the month prior to the takeover offer being announced.

In a letter contained within the Target Company Statement, independent director Trevor Taylor identified that:

The prospect of receiving a superior all-cash offer is relatively low and that the subcommittee of independent directors consider the cash offer, in the context of the independent adviser’s valuation range, to be good value.
A capital raising would be needed in 2013 that would significantly dilute the holdings of non-participating shareholders.
The transaction provides an equitable outcome for shareholders, having regard to the capital raising requirements and alternatives available to L&M Energy.

New Dawn Energy is wholly owned by L&M Energy chairman, Geoff Loudon, who in June injected A$5 million into the energy company by way of a bridging loan.

Mr Loudon said he was pleased to reach the 80% acceptance level, and encouraged remaining shareholders to consider the offer.

“We have achieved the 80% acceptance level, which shows that a growing majority of shareholders believe that accepting the offer is the right thing to do,” Mr Loudon said. “We encourage those shareholders who have not accepted the offer to complete and return their acceptance forms before Christmas.”

The offer is conditional on 90% shareholder acceptance, although New Dawn Energy may waive this condition. Unless extended, the closing date for the offer is 11 January, 2013.

ENDS

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