Rame Energy PLC Administration process update (8687K)
September 26 2016 - 11:48AM
UK Regulatory
TIDMRAME
RNS Number : 8687K
Rame Energy PLC
26 September 2016
Rame Energy plc
("Rame" or the "Company")
Administration process update
Further to the announcement made on 5 August 2016, the Joint
Administrators, being Andrew Beckingham and Colin Prescott of
Leonard Curtis Recovery Limited, have informed the Directors that
they have entered into a binding agreement to dispose of the
Company's interest in Seawind Holding SpA and its operating
subsidiaries in Chile (the "Chilean Assets") for cash consideration
of US$1.2 million (the "Disposal") to TUDA sprl and Safe Harbour
Capital PTE. LTD ("Safe Harbour"). In addition, contractual
arrangements have been made for the Purchaser to seek to assume or
otherwise settle certain contractual liabilities of the Company,
that are themselves subject to liability at a Chilean level, such
that the remaining claims of unsecured creditors may be
reduced.
Specifically in relation to the Company's liability to
InterEnergy Holdings ("IEH"), there is contractual provision for
the purchaser to seek to enter into a novation agreement to the
effect that the Company's liabilities and obligations to IEH may be
replaced. If such an agreement is unable to be completed, and IEH
subsequently claims as an unsecured creditor in the insolvency
proceedings of the Company, there is alternate contractual
provision for an additional sum calculated by reference to the
dividend prospects of IEH to be contributed to the company's
Administration Estate such that the dividend prospects of other
creditors may be protected without amelioration.
Splendid Suns Holdings Limited ("Splendid Suns") is a
substantial shareholder in Rame. Vincent Trapenard holds over 30%
of the share capital of both Splendid Suns and Safe Harbour. As
such, Safe Harbour is considered a related party and the Disposal
constitutes a related party transaction under AIM Rule 13. The
Directors, having consulted with the Joint Administrators and its
Nominated Adviser, Cantor Fitzgerald Europe, consider the terms of
the Disposal to be fair and reasonable insofar as the Company's
shareholders are concerned.
Further updates will be made in due course.
The Administrators confirm that the Administration process as
previously set out continues and that their formal proposals for
the conduct of the Administration proceedings have been approved by
creditors.
On the basis of ongoing discussions with potential funding
parties, the Joint Administrators consider that there may be
potential for a Company Voluntary Arrangement ("CVA") to be put to
creditors of the Company for consideration following the sale of
assets. Should a CVA proposal not prove viable or capable of
implementation, based on information currently available the Joint
Administrators consider that realisations from asset sales will be
sufficient to enable a dividend to be paid to unsecured creditors.
In this situation, on completion of the Administration, the Joint
Administrators will file a notice with the Registrar of Companies
in order that the Administration will cease and the Company will
move automatically into Creditors' Voluntary Liquidation
("CVL").
The Joint Administrators consider that it is likely that there
will be either a) a rescue of the Company or b) a return to the
Company's unsecured creditors. The outcome and extent of any return
therefore is dependent upon resolution of the on-going CVA
discussions and funding negotiations and additionally the discharge
of the costs associated with the Administration. The Joint
Administrators and the Company will make appropriate updates in due
course.
On 1 July 2016, the Company's shares were suspended from trading
on AIM as the Company was not in a position to publish its audited
annual report and accounts ("Annual Report") within the timeframe
laid out by the AIM Rules for Companies. That suspension will
remain in place until such time as the Company is able to publish
its audited Annual Report.
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). Upon the
publication of this announcement via a Regulatory Information
Service ("RIS"), this inside information is now considered to be in
the public domain.
Enquiries:
Leonard Curtis Recovery Limited Andrew.dally@leonardcurtis.co.uk
(Administrators)
Andrew Beckingham
Colin Prescott
Rame Energy plc (Via the Administrators)
Tim Adams
Kevin McNair
Cantor Fitzgerald Europe (Nominated Adviser and Broker) +44 (0) 20 7894 7000
Andrew Craig
Richard Salmond
This information is provided by RNS
The company news service from the London Stock Exchange
END
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