Decided to have a closer look at the deal as FAR has not had my...

Decided to have a closer look at the deal as FAR has not had my attention for a while.

Using the 2011 Model JOA as a reference for rights and obligations the WPL deal to purchase all the shares in COP Senegal BV comes under the CHANGE OF CONTROL PROVISIONS.

All up COP have to make a deemed offer to FAR to buy a proportion of CPOS entitlement according to FAR's JV share i.e. 23 % of COP's 35% for $98.9 million (including adjustments)

So for $98.9 million FAR has the OPTION to go from 15% to 23.1 % for $98.9 million

What a steal and the Option period doesn't start until a full Deemed Offer is made to FAR (all the WPL offer and sale documents).

FAR has not had trouble raising equity in the past so this would be a doddle - buy half of FAR's oil entitlement for a quarter of its market value.

For the interested parties here is an extract of the model JOA (Joint Operating Agreement)
Makes topping up attractive me thinks

regards

Homeales

14.6 Assignment on Change of Control or less than Minimum Interest
(a) In this clause, Change of Control means, in relation to a Participant, that the Participant ceases to be a Subsidiary (as defined in the Corporations Act) of its Ultimate Holding Company, except where the shares of that Participant or any of its holding companies are or become listed by on a recognised stock exchange and such Participant ceases to be a Subsidiary of its Ultimate Holding Company by reason of the allotment or transfer of, or any other dealing in, those shares.
(b) If a Change of Control occurs in respect of a Participant (Changed Participant), any other Participant may, by notice given to all the Participants and the Operator, cause the Changed Participant to make a Deemed Sale Offer as at the date of the notice to the other Participants.
(c) If the Participating Interest of a Participant reduces to below the Minimum Interest, whether by sale, or other disposition or dilution as permitted under this agreement, any other Participant may, by notice given to all the Participants and the Operator, cause that Participant to make a Deemed Sale Offer as at the date of the notice to the other Participants.
(d) If, within 30 days after notice of the Deemed Sale Offer is given, the Participants have not agreed on the Transfer Price an Expert appointed in accordance with in this agreement must determine the Transfer Price.
(e) On agreement or determination of the Transfer Price, the Deemed Sale Offer is open for acceptance by all the other Participants pro rata in proportion to their
respective Percentage Shares or such other proportions as they may agree and is irrevocable for a period of 60 days.
(f) A Deemed Sale Offer by a Changed Participant may be accepted by one or more of the other Participants. A Deemed Sale Offer of a less than Minimal Interest must be accepted by all of the other Participants.
(g) Upon a Deemed Sale Offer being accepted:
(i) the transferring Participant must sell, and the accepting Participants must purchase, the whole of its Participant Interest on the terms of the Deemed Sale Offer, subject only to obtaining all relevant Authorisations; and
(ii) completion of the transfer of the Participating Interest must occur within 60 days after acceptance at which time the transferring Participant must complete and deliver all required Assignment documentation, including a discharge of all Encumbrances, to the accepting Participants and the accepting Participants must pay the Transfer Price to the transferring Participant in immediately available funds subject to the relevant Authorisations being obtained.
(h) If the Deemed Sale Offer made as a result of the Change of Control is not accepted by any Participant in accordance with this clause, the Changed Participant is not liable to transfer its Participant Interest as a result of such Change of Control.
(i) If the Deemed Sale Offer of a less than Minimal Interest is not accepted by all of the other Participants in accordance with this clause, the Participant holding less than a Minimal Interest is not liable to transfer its Participating Interest.