We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Register to chat with like-minded investors on our interactive forums.
| Share Name | Share Symbol | Market | Type | Share ISIN | Share Description |
|---|---|---|---|---|---|
| Genesis Petro | LSE:GPC | London | Ordinary Share | GB00B1435395 | ORD 3P |
| Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
|---|---|---|---|---|---|---|---|---|---|---|
| 0.00 | 0.00% | 8.50 | 0.00 | 01:00:00 |
| Industry Sector | Turnover | Profit | EPS - Basic | PE Ratio | Market Cap |
|---|---|---|---|---|---|
| 0 | 0 | N/A | 0 |
Hot Features
Premium
TIDMGPC
RNS Number : 9097V
Genesis Petroleum Corporation PLC
17 July 2009
Not for release, publication or distribution in whole or in part in, into or
from any jurisdiction where to do so would constitute a violation of the
relevant laws or regulations of such jurisdiction.
Genesis Petroleum Corporation plc ("Genesis" or "the Company")
Posting of the Scheme Document and Cancellation of Admission
17 July 2009
The Directors of Genesis refer shareholders of the Company to the joint
announcement made by the Company and Bayerngas Norge AS ("Bayerngas") on 9 July
2009 about the recommended proposal ("Proposal") for the acquisition of Genesis
by Bayerngas to be implemented by means of a scheme of arrangement pursuant to
Part 26 of the Companies Act 2006 between Genesis and its shareholders (the
"Scheme").
Any capitalised term used but not defined in this announcement is as defined in
the Scheme Document (as defined below).
The Directors of Genesis now announce that, on 16 July 2009, the High Court of
Justice of England and Wales made an order in connection with the Scheme to the
effect that Genesis may convene a Court Meeting of Voting Scheme Shareholders.
This is to be held at 12.00 noon on 10 August 2009 for the purpose of
considering, and if thought fit, approving the Scheme. A General Meeting ("GM")
of Genesis Shareholders has been convened for 12.15 p.m. on the same day (or as
soon thereafter as the Court Meeting shall have been concluded or been
adjourned).
Posting of the Scheme Document
The Scheme circular containing, inter alia, the terms of the Scheme, an
Explanatory Statement (pursuant to Section 897 of the Companies Act 2006),
notices of the required meetings, a timetable of principal events and details of
the action to be taken by Genesis Shareholders (the "Scheme Document) is today
being posted to all Genesis Shareholders and a copy is also available on the
Company's website at http://www.genesis-petroleum.com/. Copies of (amongst other
documents) the Scheme Document are available (during normal business hours) for
inspection at the offices of Watson, Farley & Williams LLP, 15 Appold Street,
London EC2A 2HB until the Scheme Effective Date.
Approval of the Scheme
For the reasons set out in the Scheme Document, Genesis has determined that, for
the purposes of the Court Resolutions required to approve the Scheme, there will
be two classes of Scheme Shareholder:
* the Voting Scheme Shareholders (being Scheme Shareholders other than PGS
Overseas AS ("PGS")); and
* PGS.
Implementation of the Scheme requires the approval of the Court Resolutions by
both classes of Scheme Shareholder and the approval by Genesis Shareholders of
the resolution to be proposed at the General Meeting. PGS has provided its
irrevocable written consent to, and approval of, the PGS Court Resolution and
the Scheme.
The Court Meeting and the General Meeting will be held at the offices of Watson,
Farley & Williams LLP, 15 Appold Street, London EC2A 2HB.
Cancellation of admission
The Company wishes to notify that application will also be made to the London
Stock Exchange for the cancellation of admission to trading of the Genesis
Shares on AIM, conditional upon the Scheme being sanctioned by the Court, such
cancellation to become effective on the Scheme Effective Date. The notice period
of not less than 20 business days prior to cancellation referred to in Rule 41
of the AIM Rules has commenced today. It is anticipated that cancellation of
admission to trading will take effect at 8.00 a.m. on 2 September 2009.
Expected Timetable of Principal Events
+------------------------------------+-------+----------------------------+
| Latest time for lodging Forms of | | 12.00 p.m. on 6 August |
| Proxy for Court Meeting (BLUE Form | | 2009* |
| of Proxy) | | |
+------------------------------------+-------+----------------------------+
| Latest time for lodging Forms of | | 12.15 p.m. on 6 August |
| Proxy for General Meeting (PINK | | 2009 |
| Form of Proxy) | | |
+------------------------------------+-------+----------------------------+
| Voting Record Time | | 6.00 p.m. on 8 August 2009 |
+------------------------------------+-------+----------------------------+
| Court Meeting | | 12.00 p.m. on 10 August |
| | | 2009 |
+------------------------------------+-------+----------------------------+
| General Meeting | | 12.15 p.m. on 10 August |
| | | 2009 |
+------------------------------------+-------+----------------------------+
| Hearing Record Time | | 6.00 p.m. on 28 August |
| | | 2009 |
+------------------------------------+-------+----------------------------+
| Dealings in Genesis Shares | | 6.00 p.m. on 28 August |
| suspended | | 2009 |
+------------------------------------+-------+----------------------------+
| Court Hearing to sanction the | | 1 September 2009 |
| Scheme and approve the Reduction | | |
| of Capital | | |
+------------------------------------+-------+----------------------------+
| Scheme Record Time | | 6.00 p.m. on 1 September |
| | | 2009 |
+------------------------------------+-------+----------------------------+
| Scheme Effective Date | | 2 September 2009 |
+------------------------------------+-------+----------------------------+
| Cancellation of admission of | | 8.00 a.m. on 2 September |
| Genesis Shares to trading on AIM | | 2009 |
+------------------------------------+-------+----------------------------+
*A blue Form of Proxy for the Court Meeting not lodged by this time may be
handed to the Chairman at the Court Meeting.
The dates given are based on Genesis's current expectations and may be subject
to change. If the expected date of the Court Meeting and/or the GM is changed,
Genesis will give adequate notice of the change by issuing an announcement
through a Regulatory Information Service. These times and dates are indicative
only and will depend, amongst other things, upon when the Conditions are either
satisfied or (if capable of waiver) waived and the date on which the Court
sanctions the Scheme and the Court Order sanctioning the Scheme is delivered to
the Registrar of Companies.
For further information contact:
+---------------+---------------------+
| Genesis | +44 (0)1959 567450 |
| Petroleum | |
| Corporation | |
| plc | |
+---------------+---------------------+
| Gerry | |
| Harrison, | |
| Chairman | |
| and Chief | |
| Executive | |
| Officer | |
+---------------+---------------------+
| | |
+---------------+---------------------+
| Thomas | +44 (0)20 7877 4300 |
| Weisel | |
| Partners | |
| (Financial | |
| Adviser to | |
| Genesis) | |
+---------------+---------------------+
| Paul | |
| Newman | |
+---------------+---------------------+
| | |
+---------------+---------------------+
| Jefferies | +44 (0)20 7029 8000 |
| International | |
| Limited | |
| (Nominated | |
| Adviser and | |
| Broker to | |
| Genesis) | |
+---------------+---------------------+
| Jack | |
| Pryde | |
+---------------+---------------------+
| Schuyler | |
| Evans | |
+---------------+---------------------+
| | |
+---------------+---------------------+
| Bayerngas | +47 22 52 99 00 |
| Norge AS | |
+---------------+---------------------+
| Arne | |
| Westeng, | |
| Managing | |
| Director | |
+---------------+---------------------+
| | |
+---------------+---------------------+
| Deloitte | +44 (0)20 7936 3000 |
| Corporate | |
| Finance | |
| (Financial | |
| Adviser to | |
| Bayerngas) | |
+---------------+---------------------+
| Jonathan | |
| Hinton | |
+---------------+---------------------+
| Léonie | |
| Grimes | |
+---------------+---------------------+
| | |
+---------------+---------------------+
| Pelham | |
| PR | |
+---------------+---------------------+
| | |
+---------------+---------------------+
| Charles | +44 (0)20 7337 1538 |
| Vivian | |
+---------------+---------------------+
| Evgeniy | +44 (0)20 7337 1513 |
| Chuikov | |
+---------------+---------------------+
This announcement is not intended to, and does not constitute or form part of,
any offer to sell or an invitation to purchase or subscribe for any securities
pursuant to the Proposal or otherwise or the solicitation of any vote or
approval in any jurisdiction. Genesis Shareholders are advised to read carefully
the formal documentation in relation to the Proposal.
The availability of the Proposal to persons outside the United Kingdom might be
affected by the laws of other jurisdictions. Such persons should inform
themselves about, and observe any applicable requirements of, those
jurisdictions.
Copies of this announcement are not being, and must not be, directly or
indirectly mailed or otherwise forwarded, distributed or sent in or into any
jurisdiction where to do so would violate the laws of that jurisdiction and
persons receiving this announcement (including custodians, nominees and
trustees) must not mail or otherwise forward, distribute or otherwise send it
in, or into or from any such jurisdiction. Further details in relation to
overseas shareholders are contained in the Scheme Document.
Although the Company is incorporated in England, the Panel has determined that
the place of central management and control of the Company is currently located
outside of the UK, the Channel Islands and the Isle of Man. Accordingly, as the
Company is not one to which paragraph 3(a)(ii) of the City Code applies, the
Panel has confirmed that the Company is not subject to the City Code and
Shareholders will not be afforded any protection under the City Code. If
circumstances change, which could result in the Company being subject to the
City Code, the Company will consult with the Panel. If the Panel determines
that, as a result of such changes, the City Code becomes applicable to the
Company, an announcement will be made.
Thomas Weisel Partners, which is authorised and regulated in the United Kingdom
by the FSA, is acting exclusively for Genesis and no-one else in connection with
the Proposal. Thomas Weisel Partners is not acting for, and will not be
responsible to anyone other than Genesis for providing the protections afforded
to clients of Thomas Weisel Partners International Limited nor for providing
advice in relation to the Proposal or any other matter referred to in this
announcement.
Deloitte Corporate Finance is acting exclusively for Bayerngas and no-one else
in connection with the Proposal. Deloitte Corporate Finance is not acting for,
and will not be responsible to, anyone other than Bayerngas for providing the
protections afforded to clients of Deloitte Corporate Finance nor for providing
advice in relation to the Proposal or any matter referred to in this
announcement. Deloitte Corporate Finance is a division of Deloitte LLP, which is
authorised and regulated by the FSA in respect of regulated activities.
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCZGGMNVNDGLZM
1 Year Genesis Petroleum Chart |
1 Month Genesis Petroleum Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions
