Scirocco Energy PLC Notice to Exercise Pre-emption Rights (2422S)
13 July 2022 - 3:10AM
UK Regulatory
TIDMSCIR
RNS Number : 2422S
Scirocco Energy PLC
12 July 2022
12 July 2022
Scirocco Energy plc
("Scirocco Energy" or "the Company")
Notice to Exercise Pre-emption Rights
Scirocco Energy (AIM: SCIR), the AIM investing company targeting
attractive assets within the European sustainable energy and
circular economy markets confirms that it has received formal
notice from ARA Petroleum Tanzania Limited ("APT") that it is
exercising its pre-emption rights with regards to Scirocco's
proposed divestment of the Ruvuma asset ("Ruvuma") to Wentworth
Resources plc ("Wentworth") in addition to a separate letter
received from the Tanzania Petroleum Development Corporation
("TPDC") stating that it is considering exercising its statutory
rights of first refusal in relation to the Ruvuma pursuant to
Section 86(5) of the Petroleum Act 2015.
As communicated to the market by RNS on 13 June 2022, Scirocco
had entered into an asset sale agreement to divest its 25%
non-operated interest in Ruvuma to Wentworth for a total
consideration of up to US$16 million, with completion of the
transaction being subject to a number of conditions, including,
inter alia, written waivers (a) from each of the Company's joint
venture partners in relation to Ruvuma, APT and Aminex plc
("Aminex") (together, the "Ruvuma Partners"), from exercising their
pre-emption rights in relation to the sale of the Company's
interest and (b) from TPDC of their rights of first refusal in
relation to the Ruvuma Asset pursuant to Section 86(5) of the
Petroleum Act 2015. APT has now informed Scirocco that it is
exercising its pre-emption rights under the terms of the Joint
Operating Agreement associated with Ruvuma, dated 23 March 2006,
which relate to the Company's entire interest in Ruvuma. As noted
above, TPDC have also delivered a letter to the Company requesting
a meeting to discuss the potential exercise of their statutory
right of first refusal in connection with the Company's proposed
divestment of Ruvuma.
The Company is now taking further Tanzanian legal and regulatory
advice to understand the interaction of the correspondence received
and the consequences for the proposed divestment before entering
into discussions with each of APT, TPDC and Wentworth to confirm
next steps. The Company's current expectations based on the advice
received to date is that the commercial terms of the sale of Ruvuma
will be the same as those agreed with Wentworth regardless of the
exercise of pre-emption by partners or the sale being conducted to
TPDC pursuant to any exercise of their right of first refusal. A
further update will be provided in due course following completion
of further discussions
Aminex, the other partner on the Ruvuma asset, continues to be
entitled to exercise its own pre-emption right up until 16 July
2022. Therefore, any new arrangements will not be entered into
until the final pre-emption position is known and are subject to
ongoing discussions with ARA, TPDC and Wentworth.
Scirocco CEO, Tom Reynolds commented "The commercial terms of
the previously announced divestment to Wentworth, which the board
strongly endorsed and were approved by Scirocco's shareholders,
will remain unchanged as a result of these developments. Current
expectations based on local advice received are that these apply to
any disposal regardless of counterparty. Scirocco and its advisers
will work with all parties to deliver a timely completion of the
transaction."
Inside Information
The information contained within this announcement is deemed by
Scirocco to constitute inside information as stipulated under the
Market Abuse Regulation (EU) no. 596/2014 ("MAR"). On the
publication of this announcement via a Regulatory Information
Service ("RIS"), this inside information is now considered to be in
the public domain.
For further information:
Scirocco Energy plc
Tom Reynolds, CEO +44 (0) 20 7466
Doug Rycroft, COO 5000
Strand Hanson Limited, Nominated Adviser +44 (0) 20 7409
Ritchie Balmer / James Spinney / Rory Murphy 3494
WH Ireland Limited, Broker +44 (0) 207 220
Harry Ansell / Katy Mitchell 1666
Buchanan, Financial PR +44 (0) 20 7466
Ben Romney / Jon Krinks 5000
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END
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