TIDMPPC
RNS Number : 9999W
President Energy PLC
20 November 2017
20 November 2017
PRESIDENT ENERGY PLC
("President", "the Company" or "President Energy")
Result of General Meeting
Result of Open Offer and Loan Conversion
(Capitalised terms not otherwise defined in this announcement
shall have the same meaning ascribed to such terms in the circular
sent to shareholder on 31 October 2017 unless the context requires
otherwise)
President Energy (AIM: PPC), the upstream oil and gas company
with a diverse portfolio of production and exploration assets
focused primarily in Argentina, announces that all of the
Resolutions proposed at its General Meeting held earlier today, as
set out in the formal Notice of General Meeting dated 31 October
2017, were duly passed.
Open Offer
The Open Offer to Qualifying Shareholders, details of which were
set out in the circular sent to Shareholders on 31 October 2017,
closed for acceptances at 11.00 a.m. on 17 November 2017 and,
further to the passing of the Resolutions earlier today, the
Company is pleased to announce that valid acceptances were received
in respect of, in aggregate, 33,242,163 Open Offer Shares at a
price of 10 pence per Open Offer Share, representing approximately
74.93 per cent. of the maximum Open Offer Shares available.
Accordingly, the Open Offer has raised total gross proceeds of
GBP3,324,216.30 (approximately US$4.4 million).
As announced on 20 October 2017, PLLG did not participate in the
Open Offer as it did not want to incur an obligation to make a
mandatory bid for the Company. PLLG's Open Offer Entitlement was
13,234,980 Open Offer Shares representing approximately 29.8 per
cent. of the Open Offer Shares. Taking this into account, the valid
acceptances received for Open Offer Shares from Qualifying
Shareholders represents an oversubscription of the basic Open Offer
Entitlements available for application. Qualifying Shareholders
that have made valid applications will be allocated all of the Open
Offer Shares that they applied for under both their basic
entitlements and any excess entitlements.
Loan Conversion
Following the completion of the Placing (as announced on 20
October 2017) and the Open Offer, IYA, a member of the PLLG Group,
which is beneficially owned by the Company's Executive Chairman and
its largest shareholder, Peter Levine, will capitalise GBP1,680,000
of the Existing Loan Facility through the issue of 16,800,000 Loan
Conversion Shares to IYA at 10 pence per Loan Conversion Share.
Following Admission Peter Levine will be beneficially interested
in 321,204,547 Ordinary Shares representing approximately 29.9% of
the Company's enlarged issued share capital. The Loan Conversion
will enhance the solid financial position of the company by
increasing the equity base and retiring the maximum amount of
shareholder debt possible without triggering a mandatory offer for
the company.
Related Party Transaction
The Loan Conversion constitutes a related party transaction
under AIM Rule 13 by virtue of the fact that IYA is beneficially
owned by Peter Levine who is a Director and Substantial Shareholder
of the Company (the "Loan Conversion Related Party
Transaction").
For the purposes of the Loan Conversion Related Party
Transaction, Miles Biggins, Rob Shepherd and Jorge Dario
Bongiovanni are considered to be independent directors for the
purposed of AIM Rule 13 and, having consulted with the Company's
nominated adviser, consider that the terms of the Loan Conversion
to be fair and reasonable insofar as the Company's shareholders are
concerned.
Issue of Shares to a service provider
The Company has agreed to issue 1,642,036 Ordinary Shares
("Service Provider Shares") to a service provider following a
request from that service provider which the Company was happy to
accommodate as in President's view this contributes to future
alignment of interests. The Service Provider Shares will be issued
at a price of 10p per Ordinary Share.
Admission and Total Voting Rights
Application has been made for 51,684,199 New Ordinary Shares
(being the Open Offer Shares, the Loan Conversion Shares and the
Service Provider Shares) to be admitted to trading on AIM
("Admission") and dealings are expected to commence at 8.00 a.m. on
22 November 2017. The New Ordinary Shares will rank pari passu with
the Company's existing Ordinary Shares.
Following Admission the Company will have 1,071,938,326 Ordinary
Shares in issue. Accordingly, the figure of 1,071,938,326 may be
used by Shareholders as the denominator for the calculations by
which they will determine if they are required to notify their
interest in, or a change to their interest in, the Company under
the FCA's Disclosure Guidance and Transparency Rules.
Peter Levine, Chief Executive Officer and Executive Chairman of
President, commented:
"Today's completion of the Open Offer and Loan Conversion
ensures the Company is in a solid financial position to pursue the
Company's growth strategy and following our recently announced
increased firm workover programme at Puesto Flores field,
Argentina, we are making very good progress to ensure stable
profits and positive free cash flow."
The information communicated in this announcement is inside
information for the purposes of Article 7 of Regulation 596/2014
("MAR").
For further information please contact:
President Energy Plc +44 (0) 207
Peter Levine, Chairman, Chief Executive 016 7950
finnCap (Nominated Advisor & Joint +44 (0) 20 7220
Broker) 0500
Christopher Raggett, Scott Mathieson
- corporate finance
Emily Morris - corporate broking
+44 (0) 207
BMO Capital Markets (Joint Broker) 236 1010
Jeremy Low, Neil Haycock, Tom Rider
+44 (0) 203
Camarco Financial PR 757 4980
Billy Clegg, Georgia Edmonds, Mercedes
Valenzuela-Goldman
Notes to Editors
President Energy is an oil and gas company listed on the AIM
market of the London Stock Exchange (PPC.L) primarily focused in
Argentina, with a diverse portfolio of operated onshore producing
and exploration assets. The Company currently has independently
assessed 1P reserves in excess of 16 MMboe and 2P reserves of more
than 25 MMboe.
The Company has operated interests in the Puesto Flores and
Estancia Vieja Concession, Rio Negro Province, in the Neuquén Basin
of Argentina and in the Puesto Guardian Concession, in the Noroeste
Basin in NW Argentina. The Company is focused on growing production
in the near term in Argentina. Alongside this, President Energy has
cash generative production assets in Louisiana, USA and further
significant exploration and development opportunities through its
acreage in Paraguay and Argentina.
President Energy's second largest shareholder is the IFC, part
of the World Bank Group and is actively pursuing value accretive
acquisitions of high quality production and development assets in
Argentina capable of delivering positive cash flows and shareholder
returns. With a strong institutional base of support and an
in-country management team, President Energy gives UK investors
rare access to the Argentinian growth story combined with world
class standards of corporate governance, environmental and social
responsibility.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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