Sterling Energy PLC
19 September 2003
Sterling Energy plc (the 'Company' or 'Sterling')
Acquisition of Westmount Resources Limited ('Westmount Resources')
Westmount Resources owns 20.4 per cent. of Fusion Oil & Gas plc ('Fusion')
The Company is pleased to announce that it has today agreed to acquire Westmount
Resources Limited ('Westmount Resources'), a wholly owned subsidiary of
Westmount Energy Limited ('Westmount Energy')(the 'Acquisition'). Westmount
Resources' assets consist of 20,000,000 ordinary shares of 1p each in Fusion
('Fusion Shares') and 500,000 partly paid ordinary shares in Fusion Oil & Gas NL,
a wholly owned subsidiary of Fusion ('Partly Paid Shares').
The consideration payable is 71,375,000 new ordinary shares of 1p each in
Sterling ('Consideration Shares'). The Consideration Shares comprise 70,000,000
Consideration Shares as payment for the 20,000,000 Fusion Shares with the
balance of 1,375,000 Consideration Shares being payment for the Partly Paid
Shares. Westmount Energy has agreed not to sell the Consideration Shares for a
period of twelve months from admission, or in the event of Sterling making an
offer for Fusion until such time as the offer has lapsed, or the consideration
due under any offer has been posted to accepting shareholders, whichever is the
longer.
The Fusion Shares to be acquired by Sterling represent approximately 20.4 per
cent. of Fusion's current issued ordinary share capital. Pursuant to the terms
of the Partly Paid Shares, Fusion has an obligation to issue one ordinary share
for each Partly Paid Share upon such shares being paid up. The amount that is
required to be paid up is A$0.199 per Partly Paid Share. The last date for
payment is 28 February 2005.
By reference to the closing mid-market price of a Fusion Share of 39.5p on 18
September 2003, being the latest practicable date prior to the Acquisition, the
Fusion Shares to be acquired had a market value of £7,900,000.
Pursuant to the terms of the Acquisition, Sterling will apply for the 71,375,000
Consideration Shares to be admitted to the Alternative Investment Market ('AIM')
and trading is expected to commence on Thursday 25 September 2003. Following
the Acquisition, the issued share capital of Sterling will be 449,932,990
ordinary shares of 1p each (ISIN GB0005299929).
On 12 September 2003, Sterling announced that it had approached the Board of
Fusion with the possibility of making an offer for the entire issued share
capital of Fusion. Sterling continues to consider its options and a further
announcement will be made when appropriate.
19 September 2003
For further information contact:
Harry Wilson, Chief Executive, Sterling Energy plc: 01582 462 121
Graeme Thomson, Finance Director, Sterling Energy plc: 01582 462 121
Chris Callaway, Evolution Beeson Gregory: 020 7071 4309
Allan Piper, First City Financial Public Relations: 020 7436 7486
This information is provided by RNS
The company news service from the London Stock Exchange
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