TIDMDOR

RNS Number : 8590Y

Doriemus PLC

11 September 2015

11 September 2015

Doriemus plc

("Doriemus" or the "Company")

Acquisition and suspension of trading

Doriemus plc (LSE AIM: DOR) is pleased to announce that it has acquired, on a fully diluted basis, an initial 2.82% equity shareholding in Greenland Gas & Oil Plc ("GGO"), a UK based oil and gas exploration company focused solely on Greenland, which in June 2015 was granted oil exploration and exploitation licences over 4,200 km2 located onshore in south-eastern Greenland in a region known as the Jameson Land Basin. For further information on GGO, please refer to their website www.ggoplc.com.

In addition, Doriemus has entered into an option agreement (the "Option") to acquire a further 60.56%, on a fully diluted basis, of the existing issued share capital in GGO. Exercise of the Option is subject, inter alia, to GGO achieving their necessary shareholder approvals to convert to a private limited company and to Doriemus shareholder and regulatory approvals including Government of Greenland approvals where appropriate.

Whilst there can be no certainty that the Option will be exercised, exercise of the Option in full would constitute a reverse takeover under AIM Rule 14 and the Company has therefore requested that dealings in its shares be suspended from trading on AIM with immediate effect. Subject to due diligence, the Company would hope to be in a position to send to shareholders in the New Year a circular containing further details on GGO and the transaction and seeking their approval at a general meeting.

Details of the transaction:

-- Doriemus has agreed to subscribe for new shares in GGO representing 2.82% of the issued share capital of GGO, on a fully diluted basis, for a cash consideration of GBP250,000.

-- Doriemus has also entered into the Option with ten shareholders ("Sellers") of GGO granting Doriemus an option to acquire a further 60.56% of the current issued share capital of GGO, on a fully diluted basis.

-- The consideration payable on exercise of the Option shall be satisfied by the issue and allotment to each of the Sellers of such number of shares in Doriemus ("Consideration Shares") as calculated on the basis of 22.01 Doriemus Shares for each GGO share held by a Seller. On that basis, the total number of Consideration Shares to be issued on exercising the Option to acquire 60.56% of GGO's current shares, on a fully diluted basis, will be 9,084,236,189, which would represent approximately 54% of the enlarged issued share capital of Doriemus.

-- The number of Consideration Shares has been calculated by reference to the closing price of the Company's ordinary shares on 9 September 2015 and on the basis that the entire issued share capital of GGO as at the date of completion and not already owned by the Company is valued at GBP8.25 million.

   --     The Option can be exercised at any time up to 31 March 2016. 

The Company would hope to be in a position to send to its shareholders in the New Year a circular containing further details on GGO and the transaction and seeking their approval at a general meeting. Further announcements will be made in due course.

In the event that a reverse takeover is not completed or the implementation of the Company's investing policy is not effected by 14 March 2016, the Company's shares will be cancelled from AIM pursuant to AIM Rule 41. In the meantime, dealings in its shares will remain suspended pursuant to AIM Rule 15.

Donald Strang, Chairman of Doriemus, commented:

"We see the Jameson Land Basin as being one of the most prospective yet untested complete hydrocarbon basins to emerge in recent years. Acquiring this asset will complement the Company's existing UK oil and gas interests in the Weald Basin. This view is well supported given the extensive and comprehensive body of historical work carried out by Atlantic Richfield Company (ARCO) between 1975 and 1990 where the company invested around US$100m (1989 US dollars) in detailed multi year exploration activities and more recently work by the Geological survey of Denmark and Greenland (GEUS) between 1991 and 2013. Both ARCO's and Nunaoil (Greenlandic state oil company - www.nunaoil.gl) have identified multiple, very large conventional oil targets that will form the basis of GGO's future work programme in the region.

"Through this Option we have the opportunity to secure a first mover advantage into this highly prospective region via the opening up of onshore areas in Greenland in September last year. Our ability to secure this Option provides shareholders a unique opportunity to gain early stage exposure to what is a highly prospective asset in a new and exciting large-scale hydrocarbon play."

For further additional information please contact:

 
 Doriemus plc 
  Donald Strang/Hamish Harris    +44 (0) 20 7440 0640 
 Cairn Financial Advisers 
  LLP 
  Nominated Adviser and 
  Broker 
  James Caithie / Sandy 
  Jamieson                       +44 (0) 20 7148 7900 
 

This information is provided by RNS

The company news service from the London Stock Exchange

END

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September 11, 2015 09:30 ET (13:30 GMT)

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