San Leon Energy PLC Result of General Meetings (3423K)

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RNS Number : 3423K

San Leon Energy PLC

20 September 2016

20 September 2016

San Leon Energy plc

("San Leon" or the "Company")

Result of General Meetings

San Leon Energy plc (AIM: SLE) is pleased to announce that all of the resolutions proposed at the Annual General Meeting and all of the resolutions proposed to approve the OML 18 Production Arrangement at the Extraordinary General Meeting held this morning were passed.

Following the resolutions being passed, the Company will complete the acquisition of OML 18 Production Arrangement by 30 September 2016.

Placing

As previously announced, the Company has raised gross proceeds of GBP170.3 million by way of a placing of 378,400,000 Ordinary Shares at 45 pence per Placing Share with new and existing investors, the proceeds of which will be used to purchase Loan Notes, repay creditors and outstanding loans and for general working capital purposes.

Significant Shareholders

So far as the Board is aware, the names of the persons who, directly or indirectly, on Admission will be interested in 3 per cent. or more of the issued share capital of the Company are as follows:

 
                        No. of Ordinary   % Share Capital 
                                 Shares 
 Toscafund Managed 
  Funds                     241,064,456             54.41 
 Total Investment 
  Solutions SA               39,743,590              8.97 
 Amara Equity Invest 
  SA                         39,743,589              8.97 
 The Capital Group 
  Companies Inc.             37,463,000              8.46 
 Optima Worldwide 
  Group Plc                  19,546,176              4.41 
 

Board Changes

On Admission, the Board will be strengthened by the appointment of Mr Mutiu Sunmonu as Non-Executive Chairman, Mr Joel Price as Chief Operating Officer, Mr Alan Campbell as Commercial & Business Development Director, Mr Ewan Ainsworth as Finance Director and Messrs Nick Butler and Mark Phillips as Non-Executive Directors. Mr Oisin Fanning will assume the role of Chief Executive Officer and Mr Ray King will remain as Non-Executive Director and Company Secretary, whilst Mr Paul Sullivan and Mr Daniel Martin will resign from the Board. Further regulatory disclosures regarding the Proposed Directors are set out in the notes to this announcement.

Directors' holdings

Immediately following Admission, the holdings of the Directors and Proposed Directors will be as follows:

 
 Name                  No. of Ordinary    % of Enlarged   No. of options 
                                Shares    Share Capital    over Ordinary 
                                                                  Shares 
 Mr. Mutiu Sunmonu                   -                -        1,000,000 
 Mr. Oisin Fanning           3,635,594            0.82%        1,762,500 
 Mr. Joel Price                      -                -        3,500,000 
 Mr. Alan Campbell                   -                -        3,500,000 
 Mr. Ewen Ainsworth             66,666            0.02%        1,000,000 
 Mr Ray King                         -                -        1,000,000 
 Mr. Nick Butler                     -                -        1,000,500 
 Mr. Mark Phillips                   -                -        1,000,000 
 

Portfolio Optimisation

Further to the announcement on 16 May 2016, the Company announces that the following Polish licences or licence applications have been relinquished, or are in the advanced stages of relinquishment.

Permian Basin: Blocks 206 & 208

Baltic Basin: Braniewo, Gniew, Prabuty S

SW Carboniferous Basin: Olesnica

Carpathian Basin: Bestwina

There is no material effect on book value. The Company will continue to optimise its portfolio in line with its announced strategy of prioritising production and cash generation, while reducing costs which are not core to that strategy.

Admission and Total Voting Rights

Application has been made by the Company to the London Stock Exchange for 443,025,720 Ordinary Shares representing the entire Enlarged Share Capital of the Company, to be admitted to trading on AIM, comprising 61,809,052 Existing Ordinary Shares of San Leon, 378,400,000 Placing Shares and 2,816,668 Director's Share. Admission is expected to take place at 8.00 am on 21 September 2016.

Following Admission, the total number of Ordinary Shares in issue will be 443,025,720. There are no Ordinary Shares in Treasury. Accordingly, the total number of voting rights in the Company on Admission will be 443,025,720. This figures may be used by shareholders as the denominator for the calculations to determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure and Transparency Rules.

Definitions in this announcement are the same as those in the Admission Document dated 26 August 2016.

This announcement includes inside information.

Oisín Fanning, Executive Chairman of San Leon said:

"We are delighted to have shareholder approval to complete this transformational transaction for the Company.

I welcome our new Directors onto the Board shortly, and would like to take the opportunity to thank Paul Sullivan and Daniel Martin very much for their many years of valuable service as they leave the Board."

Enquiries:

 
 San Leon Energy plc 
  Oisin Fanning, Executive    +353 1291 
  Chairman                     6292 
 Brandon Hill Capital 
  Limited 
  Joint Broker 
  Oliver Stansfield           +44 (0) 20 
  Jonathan Evans               3463 5000 
 SP Angel Corporate 
  Finance LLP 
  Nominated Adviser 
  and Joint Broker 
  Ewan Leggat                 +44 (0) 20 
  Richard Morrison             3470 0470 
 Whitman Howard Limited 
  Joint Broker 
  Nick Lovering               +44 (0) 20 
  Francis North                7659 1234 
 Vigo Communications 
  Financial Public 
  Relations 
  Chris McMahon               +44 (0) 20 
  Alexandra Roper              7830 9700 
 Plunkett Public Relations    +353 (0) 1 
  Sharon Plunkett              280 7873 
 

Notes:

Regulatory disclosures on the Proposed Directors:

 
 Full Name         Age   Current directorships   Past directorships 
 Mr. Mutiu         61    Imperial Homes          None 
  Olaniyi Adio            Mortgage Bank 
  Sunmonu                 Julius Berger 
                          Petralon Energy 
                          Resources 
                          Unilever Nigeria 
                          Limited 
 Mr. Joel David    44    None                    None 
  Price 
 Mr. Finian        43    None                    G-Tricity Limited 
  Alan Campbell 
 Mr. Kristian      54    Adamant Ventures        Adamant Advisors 
  Ewen Ainsworth          LLP                     Limited 
                          Discovery Energy        Gulf Keystone 
                          Limited                 Petroleum Limited 
                          Nostra Terra            Gulf Keystone 
                          Oil & Gas Company       Petroleum HBH 
                          Limited                 Limited 
                          Sahara Resources        Gulf Keystone 
                          GOS Inc.                Petroleum Numidia 
                                                  Limited 
                                                  Shaikan Petroleum 
                                                  Limited 
 Mr. Nicholas      61    International           Jupiter Strategy 
  Jones Butler            Futures Forum           Limited 
                          Caerus European         Caerus LLP 
                          Associates Limited      CEBR Energy Limited 
                          Ridgeway Information    Marico 3 Plc 
                          Limited 
                          Asia House 
                          Cambridge Centre 
                          for Energy Studies 
                          Limited 
                          Promus Associates 
                          Limited 
                          Centre for European 
                          Reform 
 Mr. William       50    Angel Acquisitions      Blues EBT Trustee 
  Mark Phillips           Limited                 Limited 
                          Champ Advisory          Blues Group (Holdings) 
                          Limited                 Limited 
                          Charterhouse            Penta 2011 Limited 
                          Nursing Agency          Penta 2011 SP 
                          Limited                 Limited 
                          Healthcare Locums       Penta Capital 
                          Limited                 LLP 
                                                  Penta Capital 
                                                  Investments Limited 
                                                  Penta Capital 
                                                  Partners Limited 
                                                  Penta Capital 
                                                  SP GP Limited 
                                                  Penta Co-Invest 
                                                  GP Limited 
                                                  Penta Co-Investment 
                                                  2011 GP Limited 
                                                  Penta ESOP Trustee 
                                                  Limited 
                                                  Penta Fund I GP 
                                                  Limited 
                                                  Penta GP Holdings 
                                                  Limited 
                                                  Penta GP LP (2009) 
                                                  Limited 
                                                  Penta Partner 
                                                  Limited 
                                                  Penta Private 
                                                  Equity Limited 

                                                  The Sports & Leisure 
                                                  Group Limited 
 

Mark Phillips was a director of various Penta Capital LLP's investment companies. The following companies went insolvent whilst Mark Phillips was a director of these companies:

-- The Rubicon Corporation Limited and Quote Solutions Limited (both of which were part of the same trading group) were placed into administration in January 2006 as part of a group restructuring ahead of a sale to EMR Technology Ventures Pvt Ltd, an Indian Company.

-- Transrent Holdings Limited was placed into administration in January 2006 as a result of unsustainable trading and fraudulent activities by senior management led to unsuccessful efforts to refinance debt within the business.

-- KAIHL Limited and Kinsey Allen International Limited (both of which were part of the same trading group), were placed into administration on 1 June 2010 following sustained market disturbances and reduced business volumes from 2007 onwards, leading to unsustainable trading.

There is no further information to be disclosed under Schedule 2(g) of the AIM Rules for Companies.

This information is provided by RNS

The company news service from the London Stock Exchange

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September 20, 2016 07:15 ET (11:15 GMT)