San Leon Energy Share Discussion Threads

[nibbles1967] 13/3/2022 19:30

Excellent sweary rant 👍👍

[jedi39] 12/3/2022 23:50

Where is CT. Chart trader. No way he can still be knocking his rubbish out.

[gary hindsight] 01/3/2022 09:16

Does he get paid to copy and paste and rns?Lots of value add in that blog

[philby1] 28/2/2022 15:47

Malcy's Blog:

San Leon Energy
San Leon has provided the following update on the proposed reorganisation to consolidate Midwestern Oil and Gas Company Limited’s shareholdings in: i) the Company; and ii) Midwestern Leon Petroleum Limited into a single shareholding in the Company. The Potential Transaction also comprises, inter alia, a proposed consolidation of Midwestern’s indirect debt and equity interests in Energy Link Infrastructure (Malta) Limited (“ELI”) with those of the Company, as well as further new debt and new equity investments to be made by San Leon in ELI. The Potential Transaction, if concluded, would be classified as a reverse takeover under the AIM Rules for Companies (the “AIM Rules”).

AIM admission document update

Further to the Company’s announcement on 24 December 2021, the Company now currently expects to publish an AIM admission document (the “Admission Document”) in respect of the Potential Transaction by the end of April 2022, following which point the Company will seek the restoration of trading of the Company’s ordinary shares on AIM.

Proposed Eroton Transaction

On 29 November 2021, San Leon announced that, inter alia, it had been informed that the operator of the OML 18 oil and gas block located onshore in Nigeria (“OML 18”), Eroton Exploration and Production Company Limited (“Eroton”;), is seeking to acquire an additional 18% interest in OML 18 from two of the other partners in OML 18, subject, inter alia, to agreeing documentation, finalising bank financing and relevant regulatory consents in Nigeria, thereby taking Eroton’s interest in OML 18 to 45% (the “Proposed Eroton Transaction”).

As previously noted in the Company’s announcement of 24 December 2021, completion of the Potential Transaction will be conditional upon completion of the Proposed Eroton Transaction. The entering into binding conditional transaction documentation in relation to the Proposed Eroton Transaction is contingent, inter alia, on Eroton’s financing of this transaction which is expected to form part of a refinancing of OML 18’s reserve-based lending facilities. San Leon has recently been provided with updates on the progress of the funding for the Proposed Eroton Transaction, which includes Eroton having received a term sheet in relation to a reserve-based lending facility, totalling US$750,000,000 (the “Proposed Eroton Debt Facilities”), which is proposed to be lent by a financing syndicate led by African Export-Import Bank.

San Leon has also been informed that:

i) updated OML 18 off-take agreements will be entered into by Eroton in order for the financing syndicate to finalise the Proposed Eroton Debt Facilities; and

ii) in order for the current off-taker (which is also a lender within the financing syndicate) to enter into a new off-take agreement, ELI will need to have successfully demonstrated the barging of oil to the floating storage and offloading vessel (“FSO”) through part of the Alternative Crude Oil Evacuation System (“ACOES”) project, to the off-takers’ satisfaction.

The loan of US$2.0 million provided to ELI by San Leon, as announced on 15 February 2022, is expected to assist with advancing this process, although the barging of oil to the FSO through part of the ACOES will also be subject to, amongst other matters, receipt of the necessary Nigerian regulatory maritime approvals. San Leon has been informed that ELI is likely to have demonstrated the barging of oil to the FSO to the off-takers’ satisfaction during March 2022, and following this, San Leon understands that Eroton and the financing syndicate intend to seek to finalise the Proposed Eroton Debt Facilities in order to allow for binding conditional transaction documentation in relation to the Proposed Eroton Transaction to be concluded as soon as may be practicable.

Potential Transaction update

In relation to the Potential Transaction, progress has been made by the Company and its advisers in preparing the necessary transaction documentation in relation to the Potential Transaction, including work on progressing the Admission Document, given that the Potential Transaction will be classified as a reverse takeover under the AIM Rules for Companies (the “AIM Rules”).

The draft conditional agreement to be entered into between: (i) the Company; (ii) Midwestern; and (iii) MLPL, to effect the acquisition of the outstanding shares not already owned by San Leon in relation to MLPL and Midwestern’s indirect debt and equity interests in ELI, as part of the Proposed Transaction, currently remains subject to finalisation of the precise position in relation to its conditions precedent in respect of regulatory consents in Nigeria. The Company and Midwestern are receiving advice in relation to the relevant process here, in order to best reflect this in a finalised version of this agreement.

As previously announced, as part of the Potential Transaction, San Leon would increase its indirect economic interest in Eroton from 39.2% to 98.0% and, taking into account the completion of the Proposed Eroton Transaction, San Leon’s initial indirect economic interest in OML 18 would increase from the current 10.58% to 44.1%.

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 in the event that the reverse takeover in contemplation is not proceeding.

The announcement of binding agreements in relation to the Potential Transaction remains subject to a number of factors, including, inter alia, the completion of due diligence, the further negotiation and the execution of binding contractual documentation and would be accompanied by the publication of the Admission Document. Among other things, completion of the Potential Transaction is expected to be subject to various regulatory consents, completion of the Proposed Eroton Transaction, a reorganisation of Midwestern’s indirect equity and debt interests in ELI and the approval of San Leon’s shareholders. Given the need for binding contractual documentation and applicable regulatory consents, it remains the case that there can be no guarantee at this stage that the Potential Transaction (including the proposed debt and equity investments by San Leon in ELI) or the Proposed Eroton Transaction will complete.

There are some further comments in the RNS with regard to the waiver and the related parties which I have omitted on this occasion. However for patient shareholders the good news is that all being well the company hope to publish the AIM Admission document by the end of April which should lead to a restoration of the company’s listing on the AIM market.

If all goes according to plan, and this deal has taken a great deal of putting together, shareholders should see the winning post in sight and with it shares and in due course substantial distribution of profits from these deals.

[1kempton] 28/2/2022 13:52

I imagine OF is also peeved with the time it has taken, but as the clock ticks so does the interest being added..one good thing is the barging process has been approved and that it looks a defo the deal is going to happen!..

[alaric7] 28/2/2022 11:34

if you say so nibbles:-) notice you're using conditional language now - 'would be expected...'

[nibbles1967] 28/2/2022 09:57

Saying that the relisting documentation would be expected to be filed by a specific date is amateur

[alaric7] 28/2/2022 09:49

i'm sorry to say guys but you're allowing yourselves to be drawn into wishful thinking. the 'potential' transaction dates have always been significantly conditioned and caveated. they have never been issued as 'deadlines'.you need to read these rns more carefully. a year of suspension - 'that's too long'? kind of meaningless subjectivity don't you think? particularly as you've already acknowledged that timings are beyond Oisin's control. it tells us you're pee'd off. i get that and it has been a long wait and we all want this significantly value accretive deal to happen.

[1jbrisky] 28/2/2022 09:28

Mmmmmm, not that any of us have any choice but to sit and wait but I'm with Nibbles here. Of course it's complicated and largely beyond SLE's control but if that's the case then what is the point of giving yourself deadlines that you can't meet? It just results in a can kicking exercise & all you get from SLE is RNS's with further delays. Looking like being best part of a year of suspension, that's too long.

[nibbles1967] 28/2/2022 08:50

alaric7 - if you're going to give dates publicly then you'd damned well better achieve them, if you don't then you lose credibility which is bad for everyone

[alaric7] 28/2/2022 08:47

au contraire this rns has provided us with a significant amount of detail about a most complex multi-faceted set of transactions, that will finally have to come into conjunction for the whole to work. the precise timing for most of the elements is clearly outside the company’s control. i am quietly encouraged by the level of detail and the positive language used. of course it's worth waiting for.

[g1lo] 28/2/2022 08:21

It's always two more months...so don't get too excited about end of April. I don't know why he keeps on giving dates about the ACOES and reverse takeover as it s becoming really pointless; it is always delayed and looses a bit more credibility each time. Getting silly now.

[nibbles1967] 28/2/2022 07:47

It's pretty poor from SLE, both in terms of progress and the comms associated with it

I'm sure they're keeping their large equity holders updated daily

[pejaten] 28/2/2022 07:23

Two more months. Hopefully the wait is worth it

[pejaten] 28/2/2022 07:22

Two more months. Hopefully the wait is worth it

[undertaker] 25/2/2022 11:45

...it means an RNS on Monday then! (most likely)

[nibbles1967] 25/2/2022 09:41

Monday is the end of February and there was no RNS today, so...

[alaric7] 23/2/2022 03:45

actually IC have got this slightly wrong here (probably a typo). San Leon should end up owning 98% of Eroton, the company that's just arranged a $750m facility with Afreximbank, and 44.1% of OML18

[alaric7] 23/2/2022 02:24

this is Simon Thompson's review in IC of his 2021 small cap portfolio which includes san leon.
if you can't get past the paywall this is the essence:
'The board expects to publish an Aim admission document for the proposed transaction by the end of February, after which trading in the shares will be restored. The capital reorganisation is well worth carrying out, as the resulting company will effectively hold a direct 44.1 per cent stake in Eroton, so bringing into sharp focus the chronic undervaluation of San Leon’s interests in OML 18 and the export pipeline, as well as its loan note holdings. Cumulatively, I estimate these are worth around US$500mn (82p a share).'

[1kempton] 22/2/2022 20:20

Nice Alaric thank you, nice article that which like sle rns seems to point at a great readmission as oil is poised at $100pb..

[alaric7] 22/2/2022 19:43

it's all here

[nibbles1967] 22/2/2022 17:26

Is there an up to date expected return to market date for SLE ?

[alaric7] 17/2/2022 08:29

agree rimau1, Oisin has become the master of these 'loan to own' deals in the Niger Delta, starting off of course with our effectively free acquisition of 10.5% of OML18. and i'm also optimistic re the RTO. the language of the last rns on 24th December was much more positive - 'expected' and 'will'. to remind: 'Further to the Company's announcement on 29 November 2021, the Company currently expects to publish an AIM admission document (the "Admission Document") in respect of the Potential Transaction by the end of February 2022, following which point the Company will seek the restoration of trading of the Company's ordinary shares on AIM.'

[rimau1] 16/2/2022 08:11

So the $2m loan at a coupon of 14% also comes with an additional 2% equity share for a nominal consideration of $90 bucks. The 2% equity is worth $3m at last years prices! Stars are aligning and given this update and the end of Feb target for transaction completion i am optimistic of a deal being completed. When SLE was suspended oil was $60….