Angus Energy PLC Notice of General Meeting ("GM") (9818M)
27 May 2022 - 01:12AM
UK Regulatory
TIDMANGS
RNS Number : 9818M
Angus Energy PLC
26 May 2022
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 AS IT
FORMS PART OF UK DOMESTIC LAW BY VIRTUE OF THE EUROPEAN UNION
(WITHDRAWAL) ACT 2018 ("MAR"), AND IS DISCLOSED IN ACCORDANCE WITH
THE COMPANY'S OBLIGATIONS UNDER ARTICLE 17 OF MAR.
26 May 2022
Angus Energy Plc
("Angus Energy", "Angus" or the "Company")
Notice of General Meeting ("GM")
On 24 May 2022 the Company announced that it had executed a
share purchase agreement to acquire, for consideration paid partly
in Angus Energy shares, the entire issued share capital of the
Company's current joint venture partner in the Saltfleetby Project,
Saltfleetby Energy Limited (the "Acquisition"), which owns a 49%
working interest in the Project thereby giving Angus Energy a 100%
interest in the Project. To fund the acquisition and other working
capital requirements, the Company concurrently arranged a direct
subscription with affiliates of Aleph International Holdings (UK)
Limited ("Aleph") pursuant to which Aleph subscribed for a total of
546,000,000 Ordinary Shares in the Company at a price of 1.09896011
pence, being GBP6,000,000 ("Direct Subscription") split into an
initial unconditional tranche of GBP3,000,000 and a second tranche
of GBP3,000,000, with warrants attached ("Warrants"), conditional
on Shareholder approval. The Acquisition and the unconditional
tranche of the Direct Subscription used up all of the authority
given to the Directors to issue Ordinary Shares, which was approved
by Shareholders at the April 2022 annual general meeting.
Accordingly, the Company is now convening a general meeting (the
"GM") to table resolutions to authorise the second tranche of the
subscription shares and warrants (for a nominal amount of
GBP892,200 in respect of the allotment of up to 446,100,000
Ordinary Shares) and to authorise the Directors to allot further
Ordinary Shares (for a nominal value of GBP1,364,876.00, being
682,438,000 Ordinary Shares representing approximately 25% of the
Company's issued share capital as at 25 May 2022) and to disapply
statutory pre-emption rights in respect of allotment up to a
certain amount (to a maximum nominal amount of GBP682,438.00, being
341,219,000 Ordinary Shares representing approximately 12.5% of the
Company's issued share capital as at 25 May 2022) . This will give
the Directors flexibility to allot further Ordinary Shares in the
future (whether to maintain covenants of the Saltfleetby Debt
Facility or in the context of the prospective Saltfleetby Equipment
Procurement or more generally) should they consider it to be in the
best interests of the Company to do so.
The GM will be held at the offices of Fladgate LLP, 16 Great
Queen Street, London WC2B 5DG on Monday 13 June 2022 at 11.00 a.m.
The formal notice of the meeting is set out on page 5 of the
document and contains the proposed resolutions to be considered and
voted on at the meeting.
Details of the proposed resolutions are set out in the section
entitled "Explanatory notes to the business of the GM" on page 4
.
We are pleased to invite shareholders to attend this general
meeting in person. We will continue to monitor developments and the
latest prevailing Government guidance and regulations relating to
public gatherings prior to the holding of the GM, and whether any
changes are required to the arrangements for the GM. The
arrangements for the GM may be subject to change, possibly at short
notice. Shareholders are advised to check the Company's website for
any updates. Shareholders are asked not to attend the AGM in person
if they are displaying any symptoms of COVID-19 or have recently
been in contact with anyone who has tested positive. We strongly
encourage you to vote on all resolutions by completing a proxy form
in advance of the meeting, appointing the Chair of the meeting as
your proxy, whether or not you are ultimately able to attend in
person.
END.
Enquiries:
Angus Energy Plc www.angusenergy.co.uk
George Lucan Tel: +44 (0) 208
899 6380
Beaumont Cornish www.beaumontcornish.com
(Nomad)
James Biddle/ Roland Tel: +44 (0) 207
Cornish 628 3396
WH Ireland Limited
(Broker)
Katy Mitchell/ Harry Tel: +44 (0) 113
Ansell 394 6600
Flagstaff PR/IR angus@flagstaffcomms.com
Tim Thompson Tel: +44 (0) 207
129 1474
Fergus Mellon
Aleph Commodities info@alephcommodities.com
Notes
About Angus Energy plc
Angus Energy plc is a UK AIM quoted independent onshore Energy
Transition company with a complementary portfolio of clean gas
development assets, onshore geothermal projects, and legacy oil
producing fields. Angus is focused on becoming a leading onshore UK
diversified clean energy and energy infrastructure company. Angus
Energy has a 51% interest in the Saltfleetby Gas Field (PEDL005),
majority owns and operates conventional oil production fields at
Brockham (PL 235) and Lidsey (PL 241) and has a 25% interest in the
Balcombe Licence (PEDL244).
Important Notices
This announcement contains 'forward-looking statements'
concerning the Company that are subject to risks and uncertainties.
Generally, the words 'will', 'may', 'should', 'continue',
'believes', 'targets', 'plans', 'expects', 'aims', 'intends',
'anticipates' or similar expressions or negatives thereof identify
forward-looking statements. These forward-looking statements
involve risks and uncertainties that could cause actual results to
differ materially from those expressed in the forward-looking
statements. Many of these risks and uncertainties relate to factors
that are beyond the Company's ability to control or estimate
precisely. The Company cannot give any assurance that such
forward-looking statements will prove to have been correct. The
reader is cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
announcement. The Company does not undertake any obligation to
update or revise publicly any of the forward-looking statements set
out herein, whether as a result of new information, future events
or otherwise, except to the extent legally required.
Nothing contained herein shall be deemed to be a forecast,
projection or estimate of the future financial performance of the
Company.
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END
NOGEASSKAFEAEFA
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