Urals Energy Public Company Limited Statement regarding Petrosakh Press Release (7537K)
18 12월 2018 - 4:00PM
UK Regulatory
TIDMUEN
RNS Number : 7537K
Urals Energy Public Company Limited
18 December 2018
18 December 2018
Urals Energy Public Company Limited
("Urals Energy", the "Company" or the "Group")
Statement regarding Petrosakh Press Release
The board of Urals Energy (the "Board"), the independent
exploration and production company with operations in Russia, has
noticed that an English language statement, that is said to be made
on behalf of Mr Sergey Kononov, addressed to the Company's
shareholders (the "Statement") has been issued on the website of
Urals Energy's 98.56% owned subsidiary, JSC Petrosakh
("Petrosakh"). Mr Kononov is the President of Petrosakh. The
Statement was made without the Board's knowledge or consent.
The Board views the allegations against the Board made within
the Statement as being without substance and not supported by the
facts. The Board stands by the Company's recent Regulatory
Information Service announcements concerning Mr Kononov and his
actions. Urals Energy's shares are traded on AIM and the Board has
always taken care to ensure that any information it announces is
not misleading, false or deceptive and does not omit anything
likely to affect the import of such information.
The Board notes commentary within the Statement which relates to
Mr Kononov becoming the President of Petrosakh in 2017, following a
time of alleged underperformance and mismanagement of that company.
The Board notes, however, that Mr Kononov was responsible for
Petrosakh from 2014, as he became the General Director of Urals
Energy LLC, the former management company for the Group's
operations in 2014.
Contrary to the impression given in the Statement that the
Board's members have not participated in local Russian matters, the
Board notes that the Company's Chief Executive Officer, Mr Leonid
Dyachenko was in Russia until the fourth quarter of 2018, when he
decided to come to London to advise the Board. The Board also notes
that Mr Kononov has not accepted an invitation to meet with the
Board and the Company's Nominated Adviser in London in the fourth
quarter of 2018.
In terms of the commentary in the Statement in relation to the
independent accountant's review of Petrosakh's transactions and the
effects of these transactions, the Board notes that the independent
review of transactions by Petrosakh that were outside of the
ordinary course of business by Crowe Russaudit LLC (the results of
which were announced on 22 November 2018) was initially proposed by
Mr Kononov via his representatives and its terms of reference were
agreed with those representatives. As announced on 22 November
2018, the Board decided to delay the implementation of the review
of the short-term working capital requirements of the Group for the
forward-looking period to 30 June 2019 by the London affiliate
office of Crowe, Crowe U.K. LLP, until Mr Kononov has indicated
whether or not he will take personal responsibility for the loans
and transactions made by the Group that were not authorised by the
Board and organise their prompt repayment, and thus secure the
financial position of the Company. In respect of this matter, as
announced on 17 December 2018, the Board notes that Mr Kononov has
made certain early stage indications that he may provide support in
respect of the Group's working capital deficit. However, there is
no evidence of progress in respect of this matter.
The Board acknowledges that Mr Kononov, as the President of
Petrosakh, has certain powers under Russian Law. However, as a
company with its shares traded on AIM, the Board believes that
these powers should be only exercised with the approval of the
Board, so as to ensure that the Company is able to comply with its
obligations under the AIM Rules for Companies at all times, and it
has been the rule and practice of the Group that these powers will
only be used with the approval of the Board. Mr Kononov followed
this practice until the recent loans and transactions
made/undertaken by Petrosakh that were not authorised by the Board
(as described in detail in the Company's announcement of 22
November 2018).
As announced on 11 December 2018, the Company has received a
requisition notice from Adler Impex S.A., a company that is the
registered holder of 44.59% of the Company's ordinary shares, which
the Board believes is owned by a trust for the benefit of the
family of Mr Kononov, for the replacement of all of the current
Board directors. As referenced in the Company's announcement of 17
December 2018, the Company intends to convene an extraordinary
general meeting of the Company in due course, in line with the
applicable provisions of Cyprus law. Further information regarding
why the Board believes that shareholders should vote against these
resolutions will be set out in the circular proposed to be sent to
shareholders in respect of this extraordinary general meeting.
- Ends -
For further information, please contact:
Urals Energy Public Company Limited
Andrew Shrager, Chairman Tel: +357 22 451686
Leonid Dyachenko, Chief Executive Officer
Allenby Capital Limited
Nominated Adviser and Broker
Nick Naylor / Alex Brearley Tel: +44 (0) 20 3328
5656
www.allenbycapital.com
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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