Max Petroleum PLC EGM Statement (6911X)

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RNS Number : 6911X

Max Petroleum PLC

01 September 2015

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION

FOR IMMEDIATE RELEASE

1 September 2015

Max Petroleum Plc

("Max Petroleum" or the "Company")

Result of General Meeting to approve US$13.8 million Subscription by AGR Energy

Max Petroleum announces that all resolutions proposed at its General Meeting held earlier today relating to the proposed US$13.8 million Subscription by AGR Energy were duly passed.

The Subscription remains conditional upon, inter alia, the following Conditions being satisfied on or before 1 October 2015 (or as extended by the mutual agreement of Max Petroleum and AGR Energy):

   (i)         the Subscription Shares being admitted to trading on AIM; 
   (ii)        the Kazakh Regulatory Approvals being obtained. 

The Company's circular to Shareholders dated 13 August 2015 noted that, as a result of the uncertainty surrounding the Company's financial position, its ordinary shares have been suspended from trading on AIM since 2 March 2015. Pursuant to Rule 41 of the AIM Rules, cancellation of admission of AIM securities will occur where these have been suspended from trading for six months. The Company is working to fulfil all relevant conditions for completion of the Subscription, and otherwise to publish information on its financial position, in order to restore trading and avoid cancellation of its ordinary shares from trading on AIM. A further announcement on this matter will be made as soon as practicable.

There can be no guarantee that the Company's ordinary shares will not be cancelled. In the event that admission of the Company's ordinary shares to trading on AIM is required to be cancelled, further information on the consequences of this will be provided to Shareholders.

ENQUIRIES:

 
 Max Petroleum Plc                 [phone] 
 James A Jeffs 
 Tom Randell 
 
 Stifel Nicolaus Europe Limited    [phone] 
 Michael Shaw 
 Tunga Chigovanyika 
 
 AGR Energy                        [phone] 
 Louise Wrathall 
 

Save where the context requires otherwise, capitalised terms used in this announcement shall have the same meaning as ascribed to them in the Company's circular dated 13 August 2015.

Additional Information

This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities whether pursuant to this announcement or otherwise.

The distribution of this announcement in jurisdictions outside the United Kingdom may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about, and observe, such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities law of any such jurisdiction.

Stifel Nicolaus Europe Limited, which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for Max Petroleum and no one else in connection with the matters referred to in this announcement, and will not be responsible to anyone other than Max Petroleum for providing the protections afforded to clients of Stifel Nicolaus Europe Limited nor for providing advice in connection with the matters referred to in this announcement.

Forward-Looking Statements

This announcement contains certain forward-looking statements with respect to a possible subscription by AGR Energy for new Ordinary Shares in Max Petroleum. The words "believe," "expect," "anticipate," "project" and similar expressions, among others, generally identify forward-looking statements. Max Petroleum cautions that these forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from those indicated in the forward-looking statements. Such risks and uncertainties include, but are not limited to: the possibility that the Subscription will not be completed; failure to obtain necessary regulatory approvals or required financing or to satisfy any of the other conditions to the Subscription; adverse effects on the market price of the Ordinary Shares and on Max Petroleum's operating results because of a failure to complete the Subscription; failure to realise the expected benefits of the Subscription; negative effects relating to the announcement of the Subscription or any further announcements relating to the Subscription or the completion of the Subscription on the market price of the Ordinary Shares; significant transaction costs and/or unknown liabilities; general economic and business conditions that affect Max Petroleum following the completion of the Subscription; changes in global, political, economic, business, competitive, market and regulatory forces, future exchange and interest rates; changes in tax laws, regulations, rates and policies; future business combinations or disposals and competitive developments. These forward-looking statements are based on numerous assumptions and assessments made by Max Petroleum in light of its experience and perception of historical trends, current conditions, business strategies, operating environment, future developments and other factors it believes appropriate. By their nature, forward-looking statements involve known and unknown risks and uncertainties because they relate to events and depend on circumstances that will occur in the future. The factors described in the context of such forward-looking statements in this announcement could cause Max Petroleum's plans with respect to the Subscription, actual results, performance or achievements, industry results and developments to differ materially from those expressed in or implied by such forward-looking statements. Although it is believed that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct and persons reading this announcement are therefore cautioned not to place undue reliance on these forward-looking statements which speak only as at the date of this announcement. Max Petroleum undertakes no obligation to release publicly any revisions to forward-looking statements as a result of subsequent events or developments, except as required by law or regulation.

This information is provided by RNS

The company news service from the London Stock Exchange

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September 01, 2015 07:48 ET (11:48 GMT)