AIM Schedule One - Saffron Energy Plc (5049I)

TIDMSRON

RNS Number : 5049I

AIM

22 March 2018

 
      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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 Saffron Energy Plc (the "Company") to be renamed 
  Coro Energy Plc 
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 COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, 
  COMPANY TRADING ADDRESS (INCLUDING POSTCODES) 
  : 
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   Registered Address: 
 
   The Junction 
   Station Road, 
   Watford 
   WD17 1EU 
 
   Trading Address: 
 
   Via Francesco Crispi 90 
   00187 
   Rome 
   Italy 
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 COUNTRY OF INCORPORATION: 
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   Incorporated in England and Wales with registered 
   number 10472005. 
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 COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION 
  REQUIRED BY AIM RULE 26: 
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   www.saffronenergy.co.uk 
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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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   Saffron Energy Plc is a natural gas producer 
   with interests in Italy which is the Company's 
   main country of operation. 
 
   On 22 January, the Company entered into a binding 
   agreement with Sound Energy plc ("Sound") under 
   which it is proposed that Saffron would acquire 
   Sound's portfolio of Italian interests and permits 
   (the "Acquisition") and to seek re-admission 
   to AIM under its proposed new name of Coro Energy 
   plc ("Coro"). As the proposed Acquisition represents 
   a reverse takeover, as required by the AIM Rules 
   for Companies, trading in the Company's Ordinary 
   Shares on AIM was suspended pending publication 
   of an AIM admission document. 
 
   Following the proposed Acquisition, the Company 
   will become the owner and operator of a portfolio 
   of production and development assets in Italy. 
 
   The Company intends to follow a combined European 
   and South East Asian regional exploration strategy 
   focused on multi trillion cubic feet, low cost, 
   onshore gas piped to high value, growing markets 
   with a view to building a full-cycle exploration 
   and production gas company. 
 
   In order to implement its strategy, the Company 
   will continue to develop its Italian assets 
   after Admission and to acquire additional assets 
   in Europe and South East Asia which enhance 
   its portfolio and where there are operating 
   and other synergies. 
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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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   716,809,735 ordinary shares of 0.1 pence each 
   ("Ordinary Shares") to be admitted to trading, 
   including 516,809,735 Ordinary Shares to be 
   issued at Admission at a price of 4.38 pence 
   per Ordinary Share. 
 
   There are no restrictions as to transferability 
   of the Ordinary Shares. 
 
   No Ordinary Shares will be held in treasury 
   on Admission. 
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 CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY 
  OFFERING) AND ANTICIPATED MARKET CAPITALISATION 
  ON ADMISSION: 
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   Capital raised on admission: GBP13.44 million 
   Anticipated market capitalisation at the Placing 
   and Subscription Price: GBP31.40 million 
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 PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS 
  AT ADMISSION: 
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   23.02% 
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 DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM 
  TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES 
  OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED: 
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   N/A 
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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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   Directors 
   James Parsons - Independent Non-executive Chairman 
   Sara Melinda Edmonson* - Chief Executive Officer 
   Marco Fumagalli - Non-executive Director 
   Fiona Margaret Barkham (professional name: MacAulay, 
   former names MacAulay and Oxley) - Independent 
   Non-executive Director 
   Ilham Akbar Habibie - Independent Non-executive 
   Director 
   David Robertson Garland** - Independent Non-executive 
   Director 
 
   *To become Deputy Chief Executive Officer on 
   1 May 2018 
   **To retire from the board on Admission. 
 
   Proposed Director 
   James Graeme Menzies*** - Chief Executive Officer 
 
   ***To be appointed to the board on 1 May 2018 
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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 
 
   Po Valley Energy Limited - 50% 
   CIP Merchant Capital Ltd - 7.05 % 
 
   After Admission 
 
   CIP Merchant Capital Ltd - 21.02% 
   Po Valley Energy Limited* - 13.95% 
   Lombard Odier Asset Management (USA) - 1798 
   Volatis Fund Limited - 6.99% 
   Cazadores Investments Ltd. - 4.78% 
   Lombard Odier Asset Management (USA) - LMAP 
   EPSILON Limited - 4.40% 
   Lombard Odier Asset Management (USA) - 1798 
   UK Small Cap Best Ideas Fund Ltd - 3.50% 
 
   *Assuming that Po Valley Energy Limited does 
   not distribute its shares by way of capital 
   reduction. Should Po Valley Energy Limited proceed 
   with a capital reduction, which it is expected 
   to do shortly after Admission and assuming Po 
   Valley Energy Limited distributes the Ordinary 
   Shares it currently holds in full, Michael Masterman 
   would hold 3.69% of the issued share capital 
   and Kevin Bailey would hold 3.12%. 
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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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   CIP Merchant Capital Ltd 
   Southsea Consulting Limited 
   Lombard Odier Asset Management (USA) - 1798 
   Volatis Fund Limited 
   Lombard Odier Asset Management (USA) - LMAP 
   EPSILON Limited 
   Lombard Odier Asset Management (USA) - 1798 
   UK Small Cap Best Ideas Fund Ltd 
   Baron Lux LLP 
   Cassiopeia Services Ltd 
   Holly Financial Trading Limited 
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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) 30 June 2017 
      (iii) Audited accounts to 31 December 2017 (30 
      June 2018), Interim accounts to 30 June 2018 
      (30 September 2018), Audited accounts to 31 
      December 2018 (30 June 2019) 
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 EXPECTED ADMISSION DATE: 
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   9 April 2018 
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 NAME AND ADDRESS OF NOMINATED ADVISER: 
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   Grant Thornton UK LLP 
   30 Finsbury Square 
   London 
   EC2A 1AG 
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 NAME AND ADDRESS OF BROKER: 
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   Turner Pope Investments (TPI) Ltd 
   1st Floor 
   5 Old Bailey 
   London 
   EC4R 8DD 
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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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   N/A 
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 THE CORPORATE GOVERNANCE CODE THE APPLICANT 
  HAS DECIDED TO APPLY 
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   The QCA Corporate Governance Code for Small 
   and Mid-Size Quoted Companies 
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 DATE OF NOTIFICATION: 
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   22 March 2018 
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 NEW/ UPDATE: 
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   New 
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The company news service from the London Stock Exchange

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March 22, 2018 04:00 ET (08:00 GMT)