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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14D-1
TENDER OFFER STATEMENT PURSUANT TO SECTION 14(d)(1)
OF THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 9)
ARAN ENERGY plc
(NAME OF SUBJECT COMPANY)
ARCO IRISH HOLDINGS INC.
ATLANTIC RICHFIELD COMPANY
(BIDDER)
ORDINARY SHARES OF IR20p EACH AND
AMERICAN DEPOSITARY SHARES,
EACH REPRESENTING 30 ORDINARY SHARES
(TITLE OF CLASS OF SECURITIES)
038-528-105
(CUSIP NUMBER OF CLASS OF SECURITIES)
DIANE A. WARD
ATLANTIC RICHFIELD COMPANY
515 SOUTH FLOWER STREET
LOS ANGELES, CALIFORNIA 90071
(213) 486-2808
(NAME, ADDRESS, AND TELEPHONE NUMBER OF PERSON AUTHORIZED
TO RECEIVE NOTICES AND COMMUNICATIONS ON BEHALF OF BIDDER)
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This amends and supplements the Tender Offer Statement on Schedule 14D-1 of
ARCO Irish Holdings Inc. ("ARCO Irish Holdings") and Atlantic Richfield
Company ("ARCO"), both corporations incorporated under the laws of Delaware,
initially filed with the Securities and Exchange Commission (the "Commission")
on August 25, 1995, as amended by Amendment Nos. 1, 2, 3, 4, 5, 6, 7 and 8
thereto filed on September 8, 1995, September 14, 1995, September 20, 1995,
September 25, 1995, October 2, 1995, October 3, 1995, October 4, 1995 and
October 10, 1995 (collectively, the "Schedule 14D-1"), with respect to the
Offer by N M Rothschild & Sons Limited on behalf of ARCO Irish Holdings, a
wholly owned subsidiary of ARCO, to acquire the entire share capital of Aran
Energy plc, including all American Depositary Shares.
ITEM 10. ADDITIONAL INFORMATION.
(f) The information set forth in the press release dated October 13, 1995
issued by ARCO Irish Holdings Inc. and Atlantic Richfield Company, a copy of
which is attached as Exhibit (a)(16.10), is incorporated by reference in its
entirety.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS.
Item 11(a) is amended by adding the following exhibit:
(a)(16.10) Text of press release dated October 13, 1995.
1
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After due inquiry and to the best of its knowledge and belief, each of the
undersigned certifies that the information set forth in this statement is
true, complete and correct.
Date: October 13, 1995 Atlantic Richfield Company
By /s/ Terry G. Dallas
_____________________________________
Vice President & Treasurer
ARCO Irish Holdings Inc.
By /s/ Terry G. Dallas
_____________________________________
Senior Vice President
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EXHIBIT INDEX
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EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT
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(a)(16.10) Text of press release dated October 13, 1995.
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EXHIBIT (a)(16.10)
[LETTERHEAD OF N M ROTHSCHILD & SONS LIMITED]
PRESS RELEASE
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION
IN OR INTO AUSTRALIA, CANADA OR JAPAN
FOR IMMEDIATE RELEASE 13 October 1995
TO GET HIGHEST PRICE VOTE NO AT EGM
ARCO'S ADVICE TO ARAN SHAREHOLDERS
ARCO has noted Aran's latest document.
ARCO emphasises that its offer, which remains the only offer made to
shareholders, provides full value for Aran's assets. ARCO reaffirms its belief
that the proposed Statoil/Connemara joint venture is a diminution of
shareholder value and a blatant attempt to frustrate the due process of ARCO's
offer.
Commenting on Aran's document published today, Mr. Terry Dallas, Director of
ARCO Irish Holdings, said:
"Aran, by recently releasing technical data to Statoil and ARCO, has now
set up an auction process where two technically sophisticated companies can
come to a decision on the fair value for Aran. ARCO's offer takes account
of that data and is the only bid currently on the table. We now have to
wait and see what Statoil decides to do.
We believe the Aran/Statoil Connemara joint venture is not in the interests
of Aran shareholders as it would transfer value from Aran to Statoil,
possibly before Statoil commits to an offer. ARCO believes it would be in
shareholders' best interests to vote down the Statoil/Connemara joint
venture. This will ensure that, if Statoil makes a full cash offer, it will
have to ascribe a value to all of Aran's assets, including the 47.5% of
Connemara which would otherwise pass to them if the joint venture is
approved.
We urge shareholders to vote against the Statoil/Connemara joint venture at
the EGM on 23 October 1995.
If ARCO's offer is the highest or only offer at the end of the auction
process, shareholders should accept it."
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Press enquiries:
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ARCO
Terry Dallas Telephone: (44) 171 831 3113
N M ROTHSCHILD & SONS LIMITED Telephone: (44) 171 280 5000
Nicholas Wrigley/Tony Allen
PUBLIC RELATIONS:
WHPR Telephone: (353) 1 496 0244
Brian Bell
FINANCIAL DYNAMICS
Nick Miles/Marc Popiolek Telephone: (44) 171 831 3113
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New Court, St. Swithin's Lane, London EC4P 4DU
Telephone 0171-280 5000 Fax 0171-929 1643 Telex 888031
Regulated by SFA
