San Leon Energy : 2. Result of General Meetings

San Leon Energy PLC Result of General Meetings
RNS Number : 3423
20 September 2016

San Leon Energy plc (AIM: SLE) is pleased to announce that all of the resolutions proposed at the Annual General Meeting and all of the resolutions proposed to approve the OML 18 Production Arrangement at the Extraordinary General Meeting held this morning were passed.

Following the resolutions being passed, the Company will complete the acquisition of OML 18 Production Arrangement by 30 September 2016.

Placing

As previously announced, the Company has raised gross proceeds of GBP170.3 million by way of a placing of 378,400,000 Ordinary Shares at 45 pence per Placing Share with new and existing investors, the proceeds of which will be used to purchase Loan Notes, repay creditors and outstanding loans and for general working capital purposes.

Significant Shareholders
So far as the Board is aware, the names of the persons who, directly or indirectly, on Admission will be interested in 3 per cent. or more of the issued share capital of the Company are as follows:

Board Changes

On Admission, the Board will be strengthened by the appointment of Mr Mutiu Sunmonu as Non-Executive Chairman, Mr Joel Price as Chief Operating Officer, Mr Alan Campbell as Commercial & Business Development Director, Mr Ewan Ainsworth as Finance Director and Messrs Nick Butler and Mark Phillips as Non-Executive Directors. Mr Oisin Fanning will assume the role of Chief Executive Officer and Mr Ray King will remain as Non-Executive Director and Company Secretary, whilst Mr Paul Sullivan and Mr Daniel Martin will resign from the Board. Further regulatory disclosures regarding the Proposed Directors are set out in the notes to this announcement.

Directors' holdings

Immediately following Admission, the holdings of the Directors and Proposed Directors will be as follows:

Portfolio Optimisation

Further to the announcement on 16 May 2016, the Company announces that the following Polish licences or licence applications have been relinquished, or are in the advanced stages of relinquishment.

Permian Basin: Blocks 206 & 208

Baltic Basin: Braniewo, Gniew, Prabuty S

SW Carboniferous Basin: Olesnica

Carpathian Basin: Bestwina

There is no material effect on book value. The Company will continue to optimise its portfolio in line with its announced strategy of prioritising production and cash generation, while reducing costs which are not core to that strategy.

Admission and Total Voting Rights

Application has been made by the Company to the London Stock Exchange for 443,025,720 Ordinary Shares representing the entire Enlarged Share Capital of the Company, to be admitted to trading on AIM, comprising 61,809,052 Existing Ordinary Shares of San Leon, 378,400,000 Placing Shares and 2,816,668 Director's Share. Admission is expected to take place at 8.00 am on 21 September 2016.

Following Admission, the total number of Ordinary Shares in issue will be 443,025,720. There are no Ordinary Shares in Treasury. Accordingly, the total number of voting rights in the Company on Admission will be 443,025,720. This figures may be used by shareholders as the denominator for the calculations to determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure and Transparency Rules.

Definitions in this announcement are the same as those in the Admission Document dated 26 August 2016.

This announcement includes inside information

Oisín Fanning, Executive Chairman of San Leon said:

'We are delighted to have shareholder approval to complete this transformational transaction for the Company.

I welcome our new Directors onto the Board shortly, and would like to take the opportunity to thank Paul Sullivan and Daniel Martin very much for their many years of valuable service as they leave the Board.'

Enquiries:
San Leon Energy plc
Oisin Fanning,
Executive Chairman
+353 1291 6292

Brandon Hill Capital
Limited Joint Broker
Oliver Stansfield
Jonathan Evans
+44 (0) 20 3463 5000

SP Angel Corporate Finance LLP
Nominated Adviser and Joint Broker
Ewan Leggat
Richard Morrison
+44 (0) 20 3470 0470

Whitman Howard Limited
Joint Broker
Nick Lovering
Francis North
+44 (0) 20 7659 1234

Vigo Communications
Financial Public Relations
Chris McMahon
Alexandra Roper
+44 (0) 20 7830 9700

Plunkett Public Relations
Sharon Plunkett
+353 (0) 1 280 7873

Notes:

Regulatory disclosures on the Proposed Directors:

           

Full Name         Age   Current directorships   Past directorships

Mr. Mutiu         61    Imperial Homes          None

Olaniyi Adio            Mortgage Bank

Sunmonu                 Julius Berger

Petralon Energy

Resources

Unilever Nigeria

Limited

Mr. Joel David    44    None                    None

Price

Mr. Finian        43    None                    G-Tricity Limited

Alan Campbell

Mr. Kristian      54    Adamant Ventures        Adamant Advisors

Ewen Ainsworth          LLP                     Limited

Discovery Energy        Gulf Keystone

Limited                 Petroleum Limited

Nostra Terra            Gulf Keystone

Oil & Gas Company       Petroleum HBH

Limited                 Limited

Sahara Resources        Gulf Keystone

GOS Inc.                Petroleum Numidia

Limited

Shaikan Petroleum

Limited

Mr. Nicholas      61    International           Jupiter Strategy

Jones Butler            Futures Forum           Limited

Caerus European         Caerus LLP

Associates Limited      CEBR Energy Limited

Ridgeway Information    Marico 3 Plc

Limited

Asia House

Cambridge Centre

for Energy Studies

Limited

Promus Associates

Limited

Centre for European

Reform

Mr. William       50    Angel Acquisitions      Blues EBT Trustee

Mark Phillips           Limited                 Limited

Champ Advisory          Blues Group (Holdings)

Limited                 Limited

Charterhouse            Penta 2011 Limited

Nursing Agency          Penta 2011 SP

Limited                 Limited

Healthcare Locums       Penta Capital

Limited                 LLP

Penta Capital

Investments Limited

Penta Capital

Partners Limited

Penta Capital

SP GP Limited

Penta Co-Invest

GP Limited

Penta Co-Investment

2011 GP Limited

Penta ESOP Trustee

Limited

Penta Fund I GP

Limited

Penta GP Holdings

Limited

Penta GP LP (2009)

Limited

Penta Partner

Limited

Penta Private

Equity Limited

           

The Sports & Leisure

Group Limited

Mark Phillips was a director of various Penta Capital LLP's investment companies. The following companies went insolvent whilst Mark Phillips was a director of these companies:

-- The Rubicon Corporation Limited and Quote Solutions Limited (both of which were part of the same trading group) were placed into administration in January 2006 as part of a group restructuring ahead of a sale to EMR Technology Ventures Pvt Ltd, an Indian Company.

-- Transrent Holdings Limited was placed into administration in January 2006 as a result of unsustainable trading and fraudulent activities by senior management led to unsuccessful efforts to refinance debt within the business.

-- KAIHL Limited and Kinsey Allen International Limited (both of which were part of the same trading group), were placed into administration on 1 June 2010 following sustained market disturbances and reduced business volumes from 2007 onwards, leading to unsustainable trading.

There is no further information to be disclosed under Schedule 2(g) of the AIM Rules for Companies.