Source - RNS
RNS Number : 3423K
San Leon Energy PLC
20 September 2016

20 September 2016


San Leon Energy plc

("San Leon" or the "Company") 


Result of General Meetings


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.





As previously announced, the Company has raised gross proceeds of £170.3 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: 



No. of Ordinary Shares

% Share Capital

Toscafund Managed Funds 



Total Investment Solutions SA



Amara Equity Invest SA



The Capital Group Companies Inc.



Optima Worldwide Group Plc





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:




No. of Ordinary Shares

% of Enlarged Share Capital

No. of options over Ordinary Shares

Mr. Mutiu Sunmonu




Mr. Oisin Fanning




Mr. Joel Price




Mr. Alan Campbell




Mr. Ewen Ainsworth




Mr Ray King




Mr. Nick Butler




Mr. Mark Phillips






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."



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






Regulatory disclosures on the Proposed Directors:

Full Name


Current directorships

Past directorships

Mr. Mutiu Olaniyi Adio Sunmonu


Imperial Homes Mortgage Bank

Julius Berger

Petralon Energy Resources

Unilever Nigeria Limited



Mr. Joel David Price





Mr. Finian Alan Campbell




G-Tricity Limited

Mr. Kristian Ewen Ainsworth


Adamant Ventures LLP

Discovery Energy Limited

Nostra Terra Oil & Gas Company Limited

Sahara Resources GOS Inc.

Adamant Advisors Limited

Gulf Keystone Petroleum Limited

Gulf Keystone Petroleum HBH Limited

Gulf Keystone Petroleum Numidia Limited

Shaikan Petroleum Limited


Mr. Nicholas Jones Butler


International Futures Forum

Caerus European Associates Limited

Ridgeway Information Limited

Asia House

Cambridge Centre for Energy Studies Limited

Promus Associates Limited

Centre for European Reform


Jupiter Strategy Limited

Caerus LLP

CEBR Energy Limited

Marico 3 Plc

Mr. William Mark Phillips


Angel Acquisitions Limited

Champ Advisory Limited

Charterhouse Nursing Agency Limited

Healthcare Locums Limited

Blues EBT Trustee Limited

Blues Group (Holdings) Limited

Penta 2011 Limited

Penta 2011 SP Limited

Penta Capital 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.

This information is provided by RNS
The company news service from the London Stock Exchange