Deal Description: May 20, 2019 – Naphtha Israel Petroleum Corporation Ltd. (NFTA-IL: Tel Aviv Stock Exchange) (“Naphtha”) has agreed to acquire all of the outstanding publicly held common stock of Isramco, Inc. (NASDAQ CM: ISRL) (“Isramco”), an oil and gas company with offshore operations in Israel and onshore operations in the United States. The consideration will consist of $121.40 in cash for each share of Isramco common stock.  Naphtha and its affiliates beneficially own approximately 73.0% of the outstanding Isramco common stock. The transaction is subject to shareholder approval from Isramco and customary closing conditions and regulatory approvals. If completed, the merger will result in Isramco becoming a privately held company and Isramco’s common stock would no longer be listed on the NASDAQ Capital Market.

Baker Botts L.L.P. represented Naphtha in the transaction.

Outside Counsel to Naphtha: Baker Botts L.L.P. 

Outside Counsel to Isramco’s Special Committee: Norton Rose Fulbright US LLP 

Financial Advisor to Isramco’s Special Committee: Duff & Phelps, LLC

Baker Botts Lawyers/Office Involved:

Corporate: A.J. Ericksen (Partner, Houston); Stephen Noh (Associate, Houston); Ieuan List (Associate, Houston); Parker Hinman (Associate, Houston).

Tax: Ron Scharnberg (Partner, Houston); Peter Farrell (Associate, Washington).

Environmental: Scott Janoe (Partner, Houston); Harrison Reback (Associate, Houston).

Employee Benefits: Mark Bodron (Partner, Houston); Marian Fielding (Associate, Dallas).

Oil & Gas: Craig Vogelsang (Partner, Houston).

For more information, please see Isramco’s and Naphtha’s news release.

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