LNG9 PTE LTD entered into a bid implementation agreement to acquire Liquefied Natural Gas Limited (ASX : LNG) for $76.7 million on February 27, 2020. Pursuant to the agreement, LNG9 PTE LTD will make an offer to acquire 100% of the outstanding Liquefied Natural Gas Limited (LNGL) shares, which includes all shares underlying the outstanding LNGL sponsored ADRs under the terms of an off-market takeover bid. Under the terms of the Offer, LNGL shareholders will receive $0.13 in cash per share. First Wall Street Capital Corp. has agreed to provide bridge financing to LNGL in the form of a non-revocable Senior Secured Convertible Note financing facility for the purposes of facilitating ongoing marketing and development of LNGL’s projects, and to meet LNGL’s working capital requirements, including its transaction costs. As of March 27, 2020, First Wall Street Capital Corp. will not provide funds according to the terms of the legally binding Secured Convertible Note Subscription Deed. LNGL has therefore terminated the deed and the security provided under that deed and reserves all of its rights against First Wall Street Capital Corp. LNG9 has informed LNGL that it intends to work with LNGL to provide or arrange new sources of funding as a supplement to existing cash on hand to improve LNGL’s working capital position and sustain its operations through to at least the end of the LNG9 offer period. LNGL anticipates that new sources of funding on terms acceptable to LNGL and LNG9 will be obtained, although that is not certain. The bid implementation agreement includes “no shop”, “no talk” and “no due diligence” restrictions on LNGL as well as notification and matching rights in the event of a competing proposal. The agreement can be terminated by either of the parties under certain circumstances. After the offer becomes unconditional and LNG9 has a relevant interest in more than 50% of LNGL shares, each LNGL Director will resign as a Director in writing promptly upon LNG9 giving LNGL a written notice requesting that they do so. The offer is subject to LNG9 receiving acceptances in respect of at least 90% of LNGL ordinary shares; the Committee on Foreign Investment in the United States (CFIUS) neither preventing consummation of the offer nor imposing conditions that adversely impact the transaction; if required, confirmation from the Foreign Investment Review Board (FIRB), that there are no objections to the offer under Australia’s foreign investment regime, or that approval is not required; no other regulatory actions impeding or materially adversely impacting the acquisition of LNGL shares by LNG9 under the offer; no prescribed occurrences occurring in relation to LNGL; no material acquisitions or disposals or capital expenditure outside the ordinary course by LNGL; no dividends or other distributions by LNGL; no material adverse change occurring in respect of LNGL; and no statement made to ASX by LNGL prior to the date of this announcement becoming (or becoming known to be) incomplete, incorrect, untrue or misleading in a material respect. The Directors of LNGL propose to unanimously recommend that LNGL shareholders accept the offer in the absence of a superior proposal being received. The offer will remain open for at least one month. The offer period is expected to open on April 2, 2020 and the earliest date of close of offer period is expected to be May 3, 2020. As of March 27, 2020, the offer period is expected to open on April 28, 2020 and the earliest date of close of offer period is expected to be May 28, 2020. CIBC Capital Markets acted as financial advisor and Paul Vinci and Damian Reichel of Johnson Winter & Slattery and Bradley Arant Boult Cummings LLP acted as legal advisors to LNGL. Withers KhattarWong LLP and Colin Biggers & Paisley Pty Ltd acted as legal advisors to LNG9. Colin Biggers & Paisley Pty Ltd also acted as process agent for LNG9. LNG9 PTE LTD cancelled the acquisition of Liquefied Natural Gas Limited (ASX : LNG) on April 14, 2020. LNG-9 PTE LTD has notified LNGL that it considers that events including the failure of First Wall Street Capital Corp. to provide funding under the legally binding Secured Convertible Note Subscription Deed are reasonably likely to have a material adverse effect on LNGL and that certain conditions under its proposed takeover bid have been triggered or are incapable of being satisfied. In light of the above circumstances, LNG-9 PTE LTD has notified LNGL that it intend to withdraw its bid.