Reabold Resources PLC Requisition of General Meeting (8022S)
08 November 2023 - 9:50PM
UK Regulatory
TIDMRBD
RNS Number : 8022S
Reabold Resources PLC
08 November 2023
8 November 2023
Reabold Resources plc
("Reabold" or the "Company")
Requisition of General Meeting
Reabold announces that, following its announcement on 3 November
2023 noting that a purported requisition notice had been published
by certain media sources, the Company has now received by email a
signed requisition notice ("Requisition Notice") from Pershing
Nominees Limited ("Pershing"), which owns, in aggregate,
approximately 7.84% of the Company's issued share capital on behalf
of 13 beneficial shareholders (the "Requisitioning Shareholders"),
requesting the Board to convene a general meeting under section 303
of the Companies Act 2006, as amended ("Act").
As a reminder to shareholders, Reabold's board understands that
Kamran Sattar was a supporter of, and driving force behind the
unsuccessful attempt to gain control of Reabold without paying a
premium to shareholders through a general meeting requisition in
October 2022, by a group of five shareholders with beneficial
interests held through Pershing Nominees Limited. In addition, in
March 2023, the Company announced that it received an unsolicited
approach from Kamran Sattar on behalf of Portillion SPV O&G in
respect of a possible offer for Reabold, and in April 2023,
Portillion announced that Portillion SPV O&G did not intend to
make a firm offer for Reabold. The unsuccessful requisitioned
general meeting and possible offer were time consuming and costly
distractions for the Company.
The Board of Reabold strongly believes that the Requisitioning
Shareholders are seeking to gain control of Reabold, its
operational asset base and its cash without paying a control
premium. Reabold believes that the interests of certain proposed
new directors are not aligned with all shareholders.
The requisitioned general meeting has been called for the
purposes of considering the below ordinary resolutions. The Board
is considering the content of the Requisition Notice, which it
intends to respond to in accordance with the requirements of the
Act. Further announcements will be made as appropriate. In the
meantime, shareholders are advised to take no action at this
stage.
The Ordinary Resolutions
1. THAT Kamran Sattar be and is hereby appointed as a director
of the Company (with such appointment taking immediate and
simultaneous effect).
2. THAT Andrea Cattaneo be and is hereby appointed as a director
of the Company (with such appointment taking immediate and
simultaneous effect).
3. THAT Francesca Yardley be and is hereby appointed as a
director of the Company (with such appointment taking immediate and
simultaneous effect).
4. THAT Chris Connolly be and is hereby appointed as a director
of the Company (with such appointment taking immediate and
simultaneous effect).
4. THAT Sachin Sharad Oza be and is hereby removed as Co-Chief
Executive of the Company (with such appointment taking immediate
and simultaneous effect), but shall remain a director of the
Company.
5. THAT Jeremy Samuel Edelman be and is hereby removed as a
director of the Company.
6. THAT Michael Craig Felton be and is hereby removed as a
director of the Company.
7. THAT Marcos Estanislao Mozetic be and is hereby removed as a
director of the Company.
9. THAT Anthony John Samaha be and is hereby removed as a
director of the Company.
10. THAT Stephen Anthony Williams be and is hereby removed as a
director of the Company.
11. THAT any person appointed as a director of the Company since
the date of the requisition of the Requisitioned General Meeting at
which this resolution is proposed, and who is not one of the
persons referred to in the resolutions numbered 1 through 10
(inclusive) above, be and is hereby removed as a director of the
Company.
Ends
For further information, contact:
Reabold Resources plc c/o Camarco
Sachin Oza +44 (0) 20 3757
Stephen Williams 4980
Strand Hanson Limited - Nominated +44 (0) 20 7409
& Financial Adviser 3494
James Spinney
James Dance
Rob Patrick
Stifel Nicolaus Europe Limited - Joint +44 (0) 20 7710
Broker 7600
Callum Stewart
Simon Mensley
Ashton Clanfield
Cavendish - Joint Broker +44 (0) 20 7220
Barney Hayward 0500
Camarco
Billy Clegg
Rebecca Waterworth +44 (0) 20 3757
Sam Morris 4980
Notes to Editors
Reabold Resources plc has a diversified portfolio of
exploration, appraisal and development oil & gas projects.
Reabold's strategy is to invest in low-risk, near-term projects
which it considers to have significant valuation uplift potential,
with a clear monetisation plan, where receipt of such proceeds will
be returned to shareholders and re-invested into further growth
projects. This strategy is illustrated by the recent sale of the
undeveloped Victory gas field to Shell, the proceeds of which are
being returned to shareholders and re-invested.
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END
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