merger details out, page-128

What I'm skeptical about in regards to a counter bid, is my belief that TXN preferred a merge proposal rather than a cash offer (from SEA), due to taxation effects.

I believe SEA would have preffered buying the EFS project for $100 million cash (whatever the equivalent price was at the time), however TXN would have had to cough up 35% of the profits in tax.

SEA really wanted to spend cash for acquisitions, so I absolutely believe it was TXN who favoured the 1:2 shares option.

To net TXN ~$100 million after tax, the offer would have to be circa $150 million for the project, and given the state of affairs with lease commitment wells (and the directors unanimously agreeing to the 1:2 SEA proposal), clearly TXN haven't had any offers in that region so far.