City in uproar over Enterprise raid: Bidder's pounds 160m buying spree could tip the balance against Lasmo PDFM sale upsets rival institutions

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The Independent Online
ENTERPRISE Oil sparked a furious City row yesterday after a pounds 160m raid to buy a 9.8 per cent stake in bid target Lasmo.

The bulk of the shares - representing 8 per cent of Lasmo - are thought to have come from PDFM, the fund manager that until yesterday owned 16 per cent of Lasmo and has a pivotal role in the pounds 1.6bn bid. Enterprise is allowed to buy up to 10 per cent of Lasmo in the market for cash under rules governing its all-paper offer.

The sale led to claim and counter-claim as both sides tried to interpret PDFM's move in their favour. But it also led to complaints from other fund managers who said they were not given a chance to sell their Lasmo shares.

'We were never even approached. I just would have liked the opportunity to sell,' said one fund manager. Another said: 'It could rebound. The lucky few have got cash. Enterprise have not done themselves any favours.'

Enterprise bought two tranches of shares in late trading: 86.8 million at 169p and 7.77m at 161p. Other fund managers said Enterprise's corporate finance advisers had pinpointed two sellers and told their brokers, Warburg Securities and James Capel, to execute a deal. It is not known who sold the other 1.8 per cent.

There was talk that PDFM had done a deal to put its remaining 8 per cent in Lasmo behind the takeover. Such a deal would breach the Takeover Panel's code of practice. 'The code is specific on such matters. There should be no deal, and there was not one,' said an Enterprise adviser.

PDFM declined to comment. If it backs Enterprise when the bid closes on Friday eyebrows will be raised. A Lasmo spokesman said: 'We regard such a deal as inconceivable. If there was one we would be the first to call for an inquiry.'

Rudolph Agnew, Lasmo's chairman, called Enterprise's share swoop an act of desperation that left 'the rest of the city with a junk paper offer and they would be well advised not to accept it'.

Lasmo's executive team met PDFM's Tony Dye and Colin McQueen yesterday. Enterprise met with them on Monday. Mr Agnew said the institution listened hard and said little, playing its cards very close to its chest. 'They still leave you nervous as a cat on a hot tin roof.'

Enterprise shares dropped on news of the raid, falling 26p to 382p, as the market reacted sceptically. 'The issue is that if the bid fails they'll end up with stock on which they'll probably take a loss,' said Nick Antill, of broker Hoare Govett. 'If it helps to secure victory, they'll have spent cash they can ill afford in terms of the sums of the bid.'

Lasmo's shares, up 2p to 143p, have stayed stubbornly below the value of Enterprise's terms on a market belief the bid will fail. By the end of the day Enterprise's bid was worth 157p per Lasmo share, against 165p when revised terms were offered two weeks ago.

Enterprise said it would not have spent pounds 160m on Lasmo shares unless it was confident of winning the bid. One of the company's advisers said: 'We have met fund managers and weighed up their views before our move. We have not noticed any irritation from them about the purchases. There are fund managers who will quite happily accept just shares.'

Other major shareholders in Lasmo include US holders Capital Group and Scudder Stevens with 5.5 per cent and 3.5 per cent respectively. Schroder Investment Management holds 3.4 per cent, and the Abu Dhabi Investment Authority 2.5 per cent. Enterprise is not allowed to solicit share purchases from the US holders, who wanted a cash sweetner in the bid.

View from City Road, page 39

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