AIM Sch 1 - San Leon Energy Plc (7229I)

TIDMSLE

RNS Number : 7229I

AIM

01 September 2016

 
            ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT 
             PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 
             OF THE AIM RULES FOR COMPANIES ("AIM RULES") 
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 COMPANY NAME: 
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 San Leon Energy plc ("San Leon" or the "Company") 
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 COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, 
  COMPANY TRADING ADDRESS (INCLUDING POSTCODES) 
  : 
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 Registered office: 
  First Floor 
  Wilton Park House 
  Wilton Place 
  Dublin 2 
  Republic of Ireland 
 
  UK office: 
  San Leon Energy plc 
  84 Brook Street 
  London 
  W1K 5EH 
  United Kingdom 
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 COUNTRY OF INCORPORATION: 
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 Republic of Ireland 
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 COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION 
  REQUIRED BY AIM RULE 26: 
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 http://www.sanleonenergy.com/ 
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 COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF 
  OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, 
  DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION 
  IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER 
  UNDER RULE 14, THIS SHOULD BE STATED: 
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   San Leon Energy plc is a specialist oil and 
   gas company with assets in Poland, Ireland, 
   Morocco, Albania and Spain. The Company has 
   agreed to acquire an initial 9.72% indirect 
   economic interest (5.4% indirect net working 
   interest) in the world-class OML 18 oil and 
   gas block in the Southern Niger Delta. Following 
   the acquisition (deemed to be a Reverse Take-Over 
   under the AIM Rules for Companies), the Company's 
   main country of operation will be Nigeria. 
 
   OML 18 Background 
   OML 18 is located in the Southern Niger Delta 
   and comprises a mangrove swamp area, covering 
   1,035 km(2) (which is an area larger than the 
   country of Bahrain). It is considered a world-class 
   resource of oil, gas and condensate and is located 
   close to the Bonny Terminal operated by Shell 
   and near Port Harcourt. Oil was first discovered 
   on OML 18 in 1958 (on the Krakama Field) and 
   production first commenced in 1970. There are 
   nine discovered fields on OML 18, of which four 
   are still producing (including the Awoba field, 
   which straddles OML 18 and OML 24). To date, 
   an estimated 1,002 MMstb of oil (including Alakari 
   condensate) and 1,778 bcf of gas have been produced. 
   Existing, operational infrastructure within 
   OML 18 includes seven oil flow stations, three 
   associated gas gathering processing facilities 
   and one non-associated gas processing facility 
   and associated gathering facilities. Four fields 
   (being the Akaso, Alakiri, Awoba and Cawthorne 
   Channel fields) are currently in production. 
   Since Eroton, an independent energy company 
   based in Nigeria, became operator of OML 18, 
   gross oil production from OML 18 has increased 
   from approximately 10,000 bopd in March 2015 
   to 50,000 bopd in April 2016, as the initial 
   stages of a comprehensive well rehabilitation 
   programme were executed. Eroton has proposed 
   a significant oil and gas development drilling 
   programme that will involve capital expenditure 
   of over US$1.5 billion in the 2P case over the 
   next 5 years that is expected to see oil production 
   increase from approximately 50,000 bopd to 115,000 
   bopd (including production losses and downtime) 
   and sales gas from 50 MMscfpd to 485 MMscfpd 
   by 2020. Gross 2P oil reserves are 576 MMBs 
   (net 39 MMBs to San Leon Energy plc) and Gross 
   2P reserves of gas are 4,213 BCF (net 247 BCF 
   to San Leon Energy plc). 
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 DETAILS OF SECURITIES TO BE ADMITTED INCLUDING 
  ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES 
  (i.e. where known, number and type of shares, 
  nominal value and issue price to which it seeks 
  admission and the number and type to be held 
  as treasury shares): 
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   433,025,720 ordinary shares of EUR0.01 par value 
   ("Ordinary Shares") (of which 61,809,052 Ordinary 
   Shares are already admitted to trading on AIM, 
   378,400,000 Ordinary Shares are issued at 45 
   pence per Ordinary Share pursuant to the Placing 
   to raise GBP170.3 million, and 2,816,668 Ordinary 
   Shares are issued to Mr. Oisin Fanning, in part 
   payment of his basic salary). 
 
   No restrictions as to transfer of the securities 
   No shares will be held as treasury shares on 
   Admission to AIM 
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 CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) 
  AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION: 
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   Capital to be raised on admission: Approx. GBP170.3m. 
   Anticipated market capitalisation: Approx. GBP199.4m 
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 PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS 
  AT ADMISSION: 
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 55.25% 
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 DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM 
  TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED 
  TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS 
  AIM SECURITIES) ADMITTED OR TRADED: 
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 San Leon maintains an ADR program which are 
  quoted on the OTC Pink market, under the symbol 
  SLGYY. 
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 FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED 
  DIRECTORS (underlining the first name by which 
  each is known or including any other name by 
  which each is known): 
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   Current Board: 
   Oisín Fanning, Executive Chairman 
   James Matthew Dominic Paul Sullivan, Managing 
   Director 
   Raymond Albert King, Director and Company Secretary 
   Thomas Daniel Martin, Non-Executive Director 
 
   Proposed Board on Admission: 
   Oisín Fanning, Chief Executive Officer 
   Mutiu Olaniyi Adio Sunmonu, Non-Executive Chairman 
   Raymond Albert King, Non-Executive Director 
   Joel David Price, Chief Operating Officer 
   Finian Alan Campbell, Commercial & Business 
   Development Director 
   Kristian Ewen Ainsworth, Finance Director 
   William Mark Phillips, Non-Executive Director 
   Nicholas Jones Butler, Non-Executive Director 
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 FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS 
  EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE 
  CAPITAL, BEFORE AND AFTER ADMISSION (underlining 
  the first name by which each is known or including 
  any other name by which each is known): 
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   Before Admission:                                % of total share 
    Shareholder                             capital 
   -----------------------------  ----------------- 
    Toscafund Asset Management 
     LLP                                     39.64% 
   -----------------------------  ----------------- 
    Optima Worldwide Group 
     Plc                                     10.29% 
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    The Capital Group Companies 
     Inc.                                     6.48% 
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    Quantum Partners LP                       3.50% 
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   After Admission:                                % of total share 
    Shareholder                             capital 
   -----------------------------  ----------------- 
    Toscafund Asset Management 
     LLP                                     54.41% 
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    Amara Equity Invest 
     S.A.                                     8.97% 
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    Total Investment Solutions 
     S.A.                                     8.97% 
   -----------------------------  ----------------- 
    The Capital Group Companies 
     Inc.                                     8.46% 
   -----------------------------  ----------------- 
    Optima Worldwide Group 
     Plc                                      4.41% 
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 NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE 
  WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES: 
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 None 
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 (i) ANTICIPATED ACCOUNTING REFERENCE DATE 
  (ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION 
  IN THE ADMISSION DOCUMENT HAS BEEN PREPARED 
  (this may be represented by unaudited interim 
  financial information) 
  (iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST 
  THREE REPORTS PURSUANT TO AIM RULES 18 AND 19: 
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      (i) 31 December 
       (ii) 31 December 2015 (incorporated by reference) 
       (iii) unaudited interim results for 6 months 
       to 30 June 2016 by 30 September 2016; 
       audited results for the year to 31 December 
       2016 by 30 June 2017; 
       unaudited results for the six months to 30 
       June 2017 by 30 September 2017 

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 EXPECTED ADMISSION DATE: 
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   21 September 2016 (conditional on shareholder 
   approval of the transaction at an extraordinary 
   general meeting to be held on 20 September 2016). 
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 NAME AND ADDRESS OF NOMINATED ADVISER: 
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 SP Angel Corporate Finance LLP 
  Prince Frederick House, 
  35-39 Maddox Street 
  Mayfair 
  W1S 2PP 
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 NAME AND ADDRESS OF BROKER: 
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 SP Angel Corporate Finance LLP 
  Prince Frederick House, 
  35-39 Maddox Street 
  Mayfair 
  W1S 2PP 
 
  Brandon Hill Capital 
  1 Tudor Street 
  London 
  EC4Y QAH 
 
  Whitman Howard Limited 
  First Floor 
  Connaught House 
  Mount Street 
  London 
  W1K 3NB 
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 OTHER THAN IN THE CASE OF A QUOTED APPLICANT, 
  DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) 
  THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, 
  WITH A STATEMENT THAT THIS WILL CONTAIN FULL 
  DETAILS ABOUT THE APPLICANT AND THE ADMISSION 
  OF ITS SECURITIES: 
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   Copies of the admission document is available 
   on the Company's website http://www.sanleonenergy.com/. 
 
   The admission document contains full details 
   about the applicant and the admission of its 
   securities. 
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 DATE OF NOTIFICATION: 
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 01 September 2016 
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 NEW/ UPDATE: 
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 New 
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This information is provided by RNS

The company news service from the London Stock Exchange

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September 01, 2016 08:45 ET (12:45 GMT)