Senior Appointments & Corporate Acquisition

RNS Number : 6792M

Aminex PLC

29 August 2013

 



SENIOR APPOINTMENTS & CORPORATE ACQUISITION

The Board of Aminex PLC ("Aminex" or "the Company") is pleased to announce that an experienced management team led by Jay Bhattacherjee and Philip Thompson has agreed to join the Company in senior positions.

Jay Bhattacherjee and Philip Thompson are co-founders of Canyon Oil and Gas Ltd ("Canyon"), a private company formed in 2011 with the objective of acquiring near term, lower risk development assets and high reward exploration assets.  Jay, an experienced Petroleum Engineer, was previously a key figure in the early stages and growth of TSX-V listed Longreach Oil and Gas Ventures Ltd which has a significant acreage position in Morocco.  Philip, a Geophysicist, has spent more than half his 29 year oil and gas industry career directly working on projects in Africa.  In 2002 he founded San Leon Energy which listed on AIM in 2008 and had grown to a market capitalisation of approximately £275 million by 2011 when he stepped down to co-found Canyon.

Jay Bhattacherjee will be appointed Chief Executive Officer of Aminex and Philip Thompson will be appointed Chief Operating Officer with immediate effect.  Two other members of the Canyon team will also join Aminex.

In connection with these appointments, Aminex has entered into a conditional Summary Agreement to acquire all the issued share capital of Canyon for a consideration to be paid through the issue of 80 million new Aminex shares (the "Transaction").  Canyon's assets consist of a producing well in the Valeni Field, Republic of Moldova, and cash balances. The Valeni Field is owned by Valiexchimp S.R.L., a domestic Moldovan company.  A further well has been drilled on this field and is expected to come on-stream shortly.  Canyon has an option, but not an obligation, to participate in further development of the Valeni oil field but management and resources will be focused on the Company's core area of East Africa.  The value of Canyon's assets based on development costs incurred, receivables for oil already sold and cash balances is estimated to be approximately $2 million.  Canyon, as a recently formed business, has not established a profit history.

Conclusion of the Transaction will be subject to (1) completion of satisfactory mutual due diligence and (2) any regulatory or other approvals as may be required.  The Transaction will also be subject to the execution of a sale and purchase agreement.  In the event that the consideration shares have not been issued by 31 October 2013, Canyon may withdraw from the Summary Agreement, unless extended by mutual consent, and upon such withdrawal the Canyon senior management will resign from their management positions at Aminex.

Jay Bhattacherjee and Philip Thompson currently own approximately 90% of Canyon and will therefore become material shareholders in Aminex upon conclusion of this transaction. Except in limited circumstances they have agreed not to sell any of their consideration shares for a period of one year from the completion of these arrangements.

Brian Hall, currently Acting Executive Chairman of Aminex, proposes to resume the position of Non-Executive Chairman upon these arrangements becoming effective.  He has been a Non-Executive Director of Canyon since 2012 and also owns 191,667 shares in Canyon, being approximately a 1% interest.

Brian Hall commented:

"I am delighted to welcome Jay, Philip and their team to Aminex. They are experienced oil and gas professionals with successful records as company builders.   I am confident that they and their colleagues will bring a dynamism to the Company which will help to create value from our Tanzanian assets, where we have had successful discoveries at Kiliwani North and Ntorya and are looking forward to commercialisation."

Jay Bhattacherjee commented:

"Philip and I are very enthusiastic at the prospect of joining Aminex.  We consider Aminex to have a world class portfolio of development and exploration assets in an exciting region of Africa. Our team has a record of building value in such situations and we foresee significant upside for Aminex's shareholders with the commercialisation of existing discoveries, development opportunities, progress on the Company's portfolio of assets and further expansion in the region."

For further information:

Aminex PLC                         [phone]

Brian Hall, Chairman

Max Williams, Chief Financial Officer

FTI Consulting  

Edward Westropp           [phone]

Georgia Mann

 

END

 

 

MSCSEFFMAFDSESA