TIDMBEY
RNS Number : 4650E
Barryroe Offshore Energy PLC
30 June 2023
AIM and Euronext Growth Cancellation and Notice of EGM
30 June 2023
Barryroe Offshore Energy plc
(Barryroe or the Company)
Proposed Cancellation of Admission to Trading on AIM and
Euronext Growth and Notice of General Meeting
As stated in the announcement of 19 June 2023, the Board of
Barryroe, intends to initiate an orderly wind down of the business
through a Creditors Voluntary Liquidation (CVL). As well as the CVL
the Company proposes to seek Shareholder consent to cancel the
admission of the Company's ordinary shares (the "Ordinary Shares")
to trading on AIM and Euronext Growth (the Cancellation). The
Company will therefore later today be posting a circular to
shareholders (Circular) in connection with the proposed CVL and
Cancellation.
The Circular will set out the background to and reasons for the
CVL and the Cancellation and additional information on the
implications of the CVL and Cancellation for the Company and its
Shareholders.
Cancellation of Admission
Reasons for the proposed Cancellation
As previously announced, on 19 May 2023 the Company received a
letter from the Department of the Environment, Climate and
Communications (DECC) refusing the April 2021 application for a
Lease Undertaking (LU); that LU following on directly from
exploration licence SEL 1/11 and required in order for the Company
to complete appraisal drilling at the Barryroe oil and gas field.
Shareholders will be aware that, prior to the Minister's decision
of 19 May 2023, the Company was in an advanced stage of preparation
to raise up to a further EUR20 million in equity capital, subject
to shareholder approval. As announced on 8 June 2023, the
Minister's decision made it impossible to proceed with the planned
Placing and Open Offer to raise working capital.
The very limited working capital remaining has obliged the Board
to call an EGM to seek approval for appointment of the Liquidator,
to minimise the extent to which liabilities exceed remaining
assets. Given the Board's decision to propose a resolution to
appoint a Liquidator to the Company and considering the Company's
financial position, the Board also believes it sensible to propose
a resolution to cancel the Company's admission to trading on AIM
and Euronext Growth.
Effects of the CVL and Cancellation
In the event the CVL resolution is passed, the Company will be
voluntarily wound up following the appointment of the
Liquidator.
In the event that the Cancellation Resolution is passed and the
Admission of the Company's Ordinary Shares to trading on AIM and
Euronext Growth is cancelled, Shareholders will no longer be able
to buy and sell Ordinary Shares in the Company through AIM or
Euronext Growth. Accordingly, the Company would no longer be
subject to the rules and corporate governance requirements to which
companies admitted to trading on AIM and Euronext Growth are
subject (and accordingly shareholders will no longer be afforded
the protections given by the AIM Rules or the Euronext Growth
Rules). Davy will cease to be the Company's nominated adviser and
broker. Given the Company's intention to proceed with the
appointment of a Liquidator, there will be no formal market for
shareholders to effect transactions in the Company's shares
following Cancellation.
On the appointment of the liquidator, all the powers of the
Board will vest in him and the Board will effectively stand down.
In the event that the liquidator's appointment is not approved by
shareholders, the Board will have to consider their options,
including standing down. In those circumstances the shareholders
will have to appoint new directors. A creditor would also be able
to present a petition to wind up the company.
Cancellation Process
In accordance with the AIM Rules and the Euronext Growth Rules,
the Company has notified the London Stock Exchange plc and Euronext
of the proposed Cancellation.
Pursuant to the AIM Rules and the Euronext Growth Rules, the
Cancellation can only be effected by the Company after securing a
resolution of shareholders in a general meeting passed by a
requisite majority, being not less than 75 per cent of the votes
cast by shareholders (in person or by proxy).
Under the AIM Rules and Euronext Growth Rules, the Cancellation
can only take place after the expiry of a period of twenty Business
Days from the date on which notice of the Cancellation is given. In
addition, a period of at least five Business Days following the
shareholder approval of the Cancellation is required before the
Cancellation may be put into effect. Accordingly, if the Resolution
to cancel the Admission is approved, the Cancellation will become
effective at 7.00 a.m. on 1 August 2023.
Extraordinary General Meeting
The Circular will include a copy of the notice convening the
Extraordinary General Meeting to be held at the offices of Davy,
Davy House, 49 Dawson Street, Dublin 2 at 10.00 a.m. on 24 July
2023 at which, inter alia, the Cancellation Resolution will be
proposed.
The Directors of the Company are responsible for the release of
this announcement.
EXPECTED TIMETABLE OF PRINCIPAL EVENTS
2023
Notice given to London Stock Exchange and 30 June
Euronext notifying it of the proposed Cancellation
Publication of the Circular 30 June
Notice convening Annual General Meeting 30 June
Latest time and date for receipt of Form of no later than 10:00
Proxy a.m. 22 July
Extraordinary General Meeting 10:00 a.m. on 24 July
Announcement of results of Extraordinary General 24 July
Meeting
Expected time and date that the Admission 7:00 a.m. 1 August
to trading of the Ordinary Shares on AIM and
Euronext Growth will be cancelled
INVESTOR ENQUIRIES:
Barryroe Offshore Energy P.l.c. Tel: +353 1 219 4074 / Alan
Curran Chief Executive
Investor Relations Tel: + 353 1 219 4074 / Job Langbroek
J & E Davy Tel: +353 1 679 6363 / Anthony Farrell
MEDIA ENQUIRIES:
AM O'Sullivan PR Tel: +353 87 9881890, tina@amosullivanpr.ie /
Tina Quinn
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.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
MSCKKLFLXQLEBBZ
(END) Dow Jones Newswires
June 30, 2023 02:00 ET (06:00 GMT)
Barryroe Offshore Energy (LSE:BEY)
Historical Stock Chart
From Dec 2024 to Jan 2025
Barryroe Offshore Energy (LSE:BEY)
Historical Stock Chart
From Jan 2024 to Jan 2025
