Cancellation of Admission to Trading on AIM and Option to acquire interest in UK Petroleum Licences
04 May 2021
Cancellation of trading on AIM
Anglo African Oil & Gas plc announces that following suspension of the Company's ordinary shares of 0.1 pence each in the capital of the Company ("Ordinary Shares") to trading on AIM on 5 November 2020 and as a result of the Company having not yet made an acquisition, or acquisitions, which constitute a reverse takeover under the AIM Rules, or having otherwise sought re-admission as an investing company with the attendant requirement of raising at least £6 million, the cancellation of the admission of the Ordinary Shares to trading on AIM is expected to occur at 7.00 a.m. on 5 May 2021 (the "Cancellation").
Shareholders should note that, following the Cancellation becoming effective, there will be no public market or trading facility on any recognised investment exchange for the Ordinary Shares and, accordingly, the opportunity for shareholders to realise their investment in the Company will be much more limited and there will be no public valuation of Ordinary Shares held.
Further, whilst shareholders will still have access to certain information following the Cancellation (such as the Company's annual results), shareholders will no longer be afforded the protections given under the AIM Rules and the Company will be subject to less stringent reporting requirements. The Company's website will continue to be a source of information to shareholders.
Option to acquire UK Petroleum Licences
The Company will tomorrow enter into an option agreement (the "Option") with Saltfleetby Energy Limited ("SEL") to acquire a 25% interest in in the Saltfleetby gas field, East Lincolnshire.
SEL holds a 49% legal and beneficial interest in Petroleum Exploration and Development Licence 005 (the "Licence") and is a party to a joint operating agreement regulating the operations under the Licence (the "JOA") . On exercise of the Option AAOG would also become a party to the JOA.
The consideration for the exercise of the Option shall be the issue and allotment to SEL of such number of ordinary shares in the capital of AAOG as is equal in value to £8m.
Exercise of the Option is conditional, amongst other things, on:
- AAOG having conducted and being satisfied with legal, technical and financial due diligence on SEL and the Licence;
- SEL having been granted consent to enter into certain transaction documents with AAOG by the participants under the Licence and the JOA;
- SEL having been granted consent to enter into the transaction documents by the project finance lenders (if required);
- All applicable and necessary consents, authorities or approvals required from the Oil & Gas Authority, the Secretary of State for the United Kingdom and/or any other applicable statutory or quasi-statutory body regulating the oil and gas industry in the United Kingdom consenting to the transfer of the interest in the Licence to be assigned to AAOG
- The shareholders of AAOG having approved the proposed transaction;
- Admission of the enlarged issued share capital of AAOG to trading on a recognised investment exchange.
- AAOG having raised at least £1 million from the issue of new shares.
The Company continues to assess other opportunities in the natural resources sector. As above, it remains the intention of the board to re-admit the Company's shares to trading upon exercise of the Option or once it has found another suitable business with which to partner. The Company will continue to use the Regulatory News Service to update shareholders as it progresses any transactions.
Anglo African Oil & Gas plc