TIDMANGS
RNS Number : 8508P
Angus Energy PLC
12 October 2023
THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY
THE COMPANY TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER
THE MARKET ABUSE REGULATION (EU) NO . 596/2014 AS IT FORMS PART OF
UK DOMESTIC LAW PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT
2018, AS AMENDED . UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A
REGULATORY INFORMATION SERVICE, THIS INFORMATION IS CONSIDERED TO
BE IN THE PUBLIC DOMAIN .
12 October 2023
Angus Energy Plc
("Angus Energy", the "Company" or together with its
subsidiaries, the "Group")
(AIM:ANGS)
Notice of General Meeting ("GM")
The Company announces that is has today posted a Circular to
Shareholders convening a General Meeting ("GM") to be held at the
offices of Fladgate LLP, 16 Great Queen Street, London WC2B 5DG on
Monday 30 October 2023 at 11.00 a.m (the "Circular"). A copy of the
Circular is also available from the Company's website,
www.angusenergy.co.uk .
Extracts from the Circular are set out below including the
background:
General Meeting
On 28 September 2023, the Company announced that Kemexon Ltd has
agreed to convert its GBP3 million Junior Bridge Facility (Kemexon
Facility), together with GBP311,378.19 of interest and GBP94,441.64
of fees, into equity in the Company at a price of 0.66 pence per
share, which would result in the issue of 516,033,308 new Ordinary
Shares in the Company (Kemexon Conversion Shares). As explained in
that announcement, the Company is required to increase its
Directors' authorities to enable it to issue and allot the Kemexon
Conversion Shares. Application will be made to the London Stock
Exchange for admission of the Kemexon Conversion Shares following
the holding of the general meeting to increase the Directors'
authorities, and it is expected that admission will become
effective and dealings in the Kemexon Conversion Shares on AIM will
commence within seven days of the holding and passing of the
necessary resolutions.
In addition, the Company is required to increase its Directors'
authorities to enable it to allot new Ordinary Shares in connection
with the following:
1. the grant to Aleph Finance Limited of warrants to subscribe
for up to 300,000,000 new Ordinary Shares (Aleph Warrant Shares) as
part of the GBP6m Junior Bridge Facility arrangements, as announced
on 21 July 2023 (Aleph Facility); and
2. in accordance with the terms of the Aleph Facility, the
allotment of shares in connection with any future agreement between
the Company and Aleph regarding the repayment of the Aleph Facility
in equity on maturity in lieu of cash, in either case up to a
maximum of 1,500,000,000 new Ordinary Shares (Aleph Facility
Shares).
In respect of point 2 above, it is a requirement of the Aleph
Facility that the Company seek Shareholder approval for the
necessary authority to issue such number of Ordinary Shares to be
issued regarding mutual agreement to repay the Aleph Facility and
therefore whilst the Company does not currently expect these
Ordinary Shares to be issued given the ongoing discussions to
complete a global refinance of this and other Company indebtedness,
it is complying with these requirements now in putting such
resolutions to Shareholders.
Accordingly, the Company is now convening a general meeting (GM)
to table the necessary shareholder resolutions to enable the
Directors to allot new Ordinary Shares in accordance with the
above, being:
1. resolutions to authorise the issue of new Ordinary Shares
comprising the Kemexon Conversion Shares, the Aleph Warrant Shares
and the Aleph Facility Shares, and to disapply statutory
pre-emption rights in respect of such allotments; and
2. to authorise the Directors to allot further Ordinary Shares
and to disapply statutory pre-emption rights in respect of
allotment up to a certain amount. This will give the Directors
flexibility to allot further Ordinary Shares in the future should
they consider it to be in the best interests of the Company to do
so.
END
For further information on the Company, please visit www.angusenergy.co.uk or contact:
Enquiries:
Angus Energy Plc www.angusenergy.co.uk
Richard Herbert Tel: +44 (0) 208 899 6380
Beaumont Cornish Limited (Nomad) www.beaumontcornish.com
James Biddle / Roland Cornish Tel: +44 (0) 207 628 3396
WH Ireland Limited (Broker)
Katy Mitchell / Harry Ansell Tel: +44 (0) 207 220 1666
Flagstaff PR/IR angus@flagstaffcomms.com
Tim Thompson / Fergus Mellon Tel: +44 (0) 207 129 1474
Aleph Commodities info@alephcommodities.com
Disclaimers - this Announcement includes statements that are, or
may be deemed to be, "forward-looking statements". These
forward-looking statements can be identified by the use of
forward-looking terminology, including the terms "believes",
"estimates", "forecasts", "plans", "prepares", "anticipates",
"projects", "expects", "intends", "may", "will", "seeks", "should"
or, in each case, their negative or other variations or comparable
terminology, or by discussions of strategy, plans, objectives,
goals, future events or intentions. These forward-looking
statements include all matters that are not historical facts. They
appear in a number of places throughout this Announcement and
include statements regarding the Company's and the Directors'
intentions, beliefs or current expectations concerning, amongst
other things, the Company's prospects, growth and strategy. By
their nature, forward-looking statements involve risks and
uncertainties because they relate to events and depend on
circumstances that may or may not occur in the future.
Forward-looking statements are not guarantees of future
performance. The Company's actual performance, achievements and
financial condition may differ materially from those expressed or
implied by the forward-looking statements in this Announcement. In
addition, even if the Company's results of operations, performance,
achievements and financial condition are consistent with the
forward-looking statements in this Announcement, those results or
developments may not be indicative of results or developments in
subsequent periods. Any forward-looking statements that the Company
makes in this Announcement speak only as of the date of such
statement and (other than in accordance with their legal or
regulatory obligations) neither the Company, nor the Bookrunner nor
Beaumont Cornish nor any of their respective associates, directors,
officers or advisers shall be obliged to update such statements.
Comparisons of results for current and any prior periods are not
intended to express any future trends or indications of future
performance, unless expressed as such, and should only be viewed as
historical data.
Beaumont Cornish Limited, which is authorised and regulated in
the United Kingdom by the Financial Conduct Authority, is acting as
nominated adviser to the Company in relation to the matters
referred herein. Beaumont Cornish Limited is acting exclusively for
the Company and for no one else in relation to the matters
described in this announcement and is not advising any other person
and accordingly will not be responsible to anyone other than the
Company for providing the protections afforded to clients of
Beaumont Cornish Limited, or for providing advice in relation to
the contents of this announcement or any matter referred to in
it.
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END
NOGFFWFUFEDSEFS
(END) Dow Jones Newswires
October 12, 2023 02:00 ET (06:00 GMT)
Angus Energy (LSE:ANGS)
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부터 10월(10) 2024 으로 11월(11) 2024
Angus Energy (LSE:ANGS)
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부터 11월(11) 2023 으로 11월(11) 2024
