San Leon Energy Share Discussion Threads

[alaric7] 14/7/2021 23:29

indeed kempton, that bigger picture thinking won't be idle conjecture it will be the raison d'être for the rto itself. a reborn san leon will have access to London's capital and equity markets to fuel the company’s growth in the future, making it a unique regional player. and opportunities for growth abound now in the oil rich Niger Delta.

[1kempton] 14/7/2021 21:52

True alaric and as this says.

Discussions are now in advanced stages,” the sources added.

Those familiar with the deal believe the transaction would put the companies in good stead to take advantage of the divestment by majors such as Shell, Chevron, Exxon and Agip from the Nigerian market.

[alaric7] 14/7/2021 20:31

given this has been on the cards for 3 years and they've signed heads of terms within a couple of weeks of 'initial discussions',i'd put the rto at a bit more than 'aspirational'. considering the general suboptimal level of comment on this board over the last 5 years or so and the poor quality of research by certain posters (with some notable exceptions), i'm personally not too bothered whether 'shareholders' figure this out as a good deal or not. if it's not a good deal then it won't be happening period. and that's just down to one shareholder - Martin Hughes.

[1kempton] 14/7/2021 16:20

Exellent post Alaric, here is a little more info..

hxxps://www.thisdaylive.com/index.php/2021/06/24/midwestern-oil-makes-reverse-take-over-offer-to-san-leon-energy/amp/

[alaric7] 14/7/2021 14:24

red, if the rto happens now as i expect, it will be something of a metamorphosis for San Leon. i doubt we'll still be on AIM. there are just too many unknowns for us to be able to see how value accretive this will be. the biggest plus will be our scaling up as a Niger Delta specialist at a time of multiple opportunities there, with the majors now anxious to leave quickly (therefore cheaply). rest assured that our current major shareholder with 70%+, Tosca, would not be supporting the deal if it were not value accretive. its timing will likely coincide with the commissioning of the new pipeline and indeed San Leon’s own then increased interest in it. a lot of final jigsaw pieces looking to complete a picture now.

[panadin] 14/7/2021 14:17

Fair point Alaric; while I hadn't read the second RNS the proposal still remains aspirational until the T/C's are finally agreed and shareholders can figure whether is is a good deal or not. I am a hopeful small holder but could not put a value on potential share price at this point.

[alaric7] 14/7/2021 13:45

with due respect, Panadin, you've failed to mention the further update of 12th July, when we were told heads of terms had been agreed. full text of the RNS:

'12 July 2021


San Leon Energy plc

("San Leon" or the "Company")



Update on proposed transaction with Midwestern Oil and Gas Company Limited

Further to the Company's announcements made on 24 June 2021 and 7 July 2021, San Leon, the independent oil and gas production, development and exploration company focused on Nigeria, is pleased to announce that heads of terms have been signed in respect of, inter alia, the proposed reorganisation to consolidate Midwestern Oil and Gas Company Limited's ("Midwestern") holdings in the Company and Midwestern Leon Petroleum Limited ("MLPL") into a single holding in the Company (the "Potential Transaction"). Following the Potential Transaction, the Company will own 100% of the equity in MLPL. San Leon currently owns 40% of the equity in MLPL and Midwestern owns the remaining 60% of the equity in MLPL.



The heads of terms, which are subject, inter alia, to due diligence, agreement of final contracts, Nigerian regulatory approvals and the approval of San Leon's shareholders, sets out the structure of the Potential Transaction and includes, inter alia, the proposed further debt and equity investments to be made by San Leon in Energy Link Infrastructure (Malta) Limited ("ELI"). The parties are now engaging with their respective advisers to prepare the necessary transaction documentation (including publishing an AIM admission document, given that the Potential Transaction will be classified as a reverse takeover under the AIM Rules for Companies (the "AIM Rules")) and to carry out due diligence.



In accordance with Rule 14 of the AIM Rules, the Company's ordinary shares will remain suspended from trading on AIM until such time as either an AIM admission document is published or an announcement is released confirming that the reverse takeover in contemplation is not proceeding.



There can be no guarantee at this stage that the Potential Transaction or the proposed debt and equity investments in ELI will complete. The Company will release further announcements as and when appropriate.'

[red5] 14/7/2021 12:41

Well what would reasonable expect the share price would be ?

[panadin] 14/7/2021 12:02

Reds:
herewith full RNS:
Impact on share precise will depend on: A.completion of the deal; B. the accretive value presented to shareholders for approval; market view of A. and B.




24 June 2021

San Leon Energy plc

("San Leon" or the "Company")

Statement re proposed transactions and suspension of trading on AIM

San Leon, the independent oil and gas production, development and exploration company focused on Nigeria, notes the recent price movement of its shares and press comment in Nigeria regarding the possibility of Midwestern Oil and Gas Company Limited ("Midwestern") reversing into the Company.

San Leon confirms that the Company is in preliminary discussions with Midwestern about acquiring Midwestern's indirect interest in the OML 18 oil and gas block located onshore in Nigeria ("OML 18"). At this stage heads of terms for such a transaction have not been agreed. Any transaction would involve San Leon acquiring the outstanding shares not already owned by San Leon in relation to Midwestern Leon Petroleum Limited ("MLPL"). San Leon is not contemplating acquiring Midwestern.

In addition, and connected to any acquisition of MLPL, the Company is considering making further debt and equity investments in Energy Link Infrastructure (Malta) Limited ("ELI") in addition to the conditional investment in ELI announced this morning.

The acquisition by San Leon of the outstanding shares in MLPL not already owned by San Leon would constitute a reverse takeover under rule 14 of the AIM Rules for Companies (the "AIM Rules").

MLPL is part of the structure through which San Leon holds its current 10.58% indirect economic interest in OML 18. San Leon currently has a 40% equity interest in MLPL. MLPL has a 100% equity investment in Martwestern Energy Limited ("Martwestern"), which in turn has a 98% economic interest in Eroton Exploration and Production Company Limited ("Eroton"), which holds a 27% working interest in OML 18 and is its operator.

San Leon and Midwestern are in discussions for the Company to acquire the remaining 60% equity interest in MLPL from Midwestern. The consideration for this, and other matters, would be satisfied by the issuance of a substantial number of new ordinary shares in San Leon to Midwestern, such that Midwestern would become the majority shareholder of San Leon.

MLPL's most recent unaudited accounts for the year to 31 December 2020 state that the company made a loss before tax of approximately US$93.8 million and showed total assets of US$408.5 million.

The proposed transactions described above are at an early stage and will therefore be subject to a number of factors, including, inter alia, the completion of due diligence, negotiation of transaction documentation, regulatory approvals, a "whitewash" under the Irish Takeover Code and shareholder approval. As such, there is no certainty that these t ransactions will proceed nor any certainty regarding the terms on which they would proceed.

Midwestern currently holds more than 10% of the Company's ordinary shares. Accordingly, Midwestern is classified as a related party under the AIM Rules and the transactions above in which Midwestern has an interest will therefore be treated as transactions with a related party pursuant to rule 13 of the AIM Rules.

Suspension of trading

As the acquisition by San Leon of the outstanding shares in MLPL not already owned by San Leon would constitute a reverse takeover under rule 14 of the AIM Rules, this will be subject, inter alia, to the approval of San Leon's shareholders. As such, a further announcement including, inter alia, full details of the transactions described above will be issued at the appropriate time once binding contracts are entered into and an AIM admission document is published and sent to San Leon's shareholders with a notice of general meeting.

In accordance with rule 14 of the AIM Rules, the Company's ordinary shares have been suspended from trading on AIM with effect from 9:45am today. The Company's ordinary shares will remain suspended until such time as either an AIM admission document is published or an announcement is released confirming that the reverse takeover in contemplation is not proceeding.

The Company will release further announcements as and when appropriate.

[red5] 14/7/2021 11:07

Hi would love to read it but I can't see the full rns as I don't full next membership to see it so hoping some kind people would be able to help but managed to get the jist of it from other sites. How much will this translate on share price?

[alaric7] 14/7/2021 09:06

red - trading currently suspended because we're in rto negotiations with Midwestern. this is excellent news on a number of fronts. aside from anything else, if the rto completes (which looks highly likely), San Leon becomes a pretty serious player in the Niger Delta. you really ought to read the last couple of rns but for quick reference 1kempton below has posted a link to the story published in the Irish Times.

[red5] 14/7/2021 08:58

Is there a reverse take over taking place

[red5] 14/7/2021 08:43

Can't see anything in the news myself is there good news or bad news

[panadin] 14/7/2021 08:31

check the RNS

[red5] 14/7/2021 08:20

Sorry a bit behind here why are san Leon energy shares suspended

[alaric7] 13/7/2021 08:51

getting to agreed heads of terms on the rto in such short order is excellent news and bodes well for completion

[1kempton] 07/7/2021 19:09

Its brilliant business Alaric, if this comes off sle get a bigger slice of the action on oml18

[alaric7] 07/7/2021 17:29

pleasing rns this morning. i like the fact there is a pretty short time horizon on the conditional waiver, indicating a window for completion of the rto negotiations (and maybe also for commissioning the new pipeline). cashing in the $32m of the loan notes for a bigger share in the new project, if the rto happens, makes complete sense to me. i think they've pitched this right and it would still of course leave $66m outstanding. i'm fascinated to see what, if anything, happens to the Sahara holding in OML18. it would make sense to take them out at this stage and then see whether NNPC want to reduce their holding, as has been mooted previously. i repeat my view that this is a most propitious time for regional medium players in the Niger Delta, with the world looking short of oil, a rising oil price and the Nigerian government looking to encourage foreign investment. what better place to start than OML18 - a world class producing oilfield, which the operator and us have become expert in over the last 5 years and one which is about to get its own brand new export system?

[carcosa] 01/7/2021 09:38

alaric7, Yes, I think we are singing from the same hymn sheet :-)

My view is that the share suspension is unlikely to be lifted for several weeks/months (unless of course the RTO proposal collapses).

[alaric7] 30/6/2021 14:26

i agree carcosa.the key words here are: 'The Company is still confident in receiving all repayments and late payment interest...'. for no other reasons than that it's unthinkable anyway that Jite would default and that the loan notes are secured on OML18. this brings us neatly back to my previous post about this being a principal driver of the rto negotiation

[carcosa] 30/6/2021 07:25

rimau, not as I read it...

" as of 18 June 2021 ...Final payment of the MLPL Loan Notes was anticipated by the end of 2021, .. the Company believes this date is unlikely to be met. The Company is still confident in receiving all repayments and late payment interest, however ... we have recognised a credit impairment to reflect the uncertainty around timing of repayments."