The board of directors of oil producer Petroceltic has recommended shareholders accept an all-cash offer from investor Worldview Capital Management.
They said that a court examinership was likely to otherwise render the shares worthless.
Worldview, Petroceltic's largest shareholder with 29.6%, in February made the offer of 3 pence per share, an 83% discount to the stock's previous closing price.
It said that Petroceltic equity value was close to zero given its financial position.
The company, which operates in Algeria, Egypt, the Black Sea and the Kurdistan region of Iraq, has been struggling with low crude oil prices.
In March, Petroceltic was placed in examinership.
The Board of Petroceltic, having regard specifically to the likely outcomes for shareholders on conclusion of the examinership process ... recommends that shareholders accept the offer as soon as possible," the company said in a statement.
The board said it was "far more likely" that any proposals put forward under the examinership process would result in the restructuring of outstanding liabilities and "provide for all existing ordinary shares to be cancelled for no consideration."
Two London brokers have described the recommendation move by Petroceltic as negative.
Maquaire said that if the offer is accepted, it believed this conclusion is "very disappointing" given the underlying fundamental value of the company's Ain Tsila field - despite Petroceltic's financial circumstances.
Meanwhile, Cenkos said it would appear that "the Russians have got a good asset on the cheap".
They said the deal is "really a reflection of the current market and the difficulties faced by companies who geared up at the top of the market".
