BowLeven Plc
27 November 2006
BowLeven plc ('BowLeven' or the 'Company')
Exercise of Option by Suntera Resources Limited
Further to its announcement dated 23 November 2006, BowLeven announces that
Suntera Resources Limited ('Suntera') has exercised its option to subscribe, by
way of private placement (the 'Private Placement'), for 5,500,000 new ordinary
shares in BowLeven at 220p per share (the 'Option'), raising £12.1 million.
The Private Placement is conditional upon the grant of requisite authorities by
shareholders at an extraordinary general meeting of the Company (the 'EGM') to
be held on 18 December 2006 at 11:30am at the George Hotel, 19-21 George Street,
Edinburgh EH2 2PB. A circular containing a notice convening the EGM was posted
to shareholders on 24 November 2006.
The issue of the shares pursuant to the Private Placement (the 'Private
Placement Shares') is also conditional upon (amongst other things) admission of
those shares to trading on AIM ('Admission'). It is expected that dealings in
the Private Placement Shares will commence on or around 19 December 2006. Once
issued, the Private Placement Shares will rank pari passu with the existing
ordinary shares in the Company. Following Admission, Suntera will own
approximately 16.45% of the enlarged issued share capital of the Company
(assuming completion of the placing of ordinary shares (the 'Placing') as
announced on 23 December 2006).
The grant of the Option by the Company to Suntera is a related party transaction
under rule 13 of the AIM Rules (by reason of Suntera's existing significant
shareholding in the Company). With the exception of Steve Lowden (who did not
participate in the deliberations or the decision of the Board of BowLeven to
approve the transaction on account of his relationship with Suntera), the Board
considers, having consulted with Hoare Govett, the Company's corporate broker
and, with effect from 6 December 2006, nominated adviser that the terms of the
Option are fair and reasonable insofar as shareholders in the Company are
concerned.
BowLeven Plc Telephone +44 (0) 131 260 5100
Terry Heneaghan, Executive Chairman
Kevin Hart, Chief Executive Officer
Maitland Telephone +44 (0) 20 7379 5151
Neil Bennett
Alaistair Crabbe
Hoare Govett, which is authorised and regulated by the Financial Services
Authority, is acting exclusively for the Company and for no one else solely in
connection with the Placing and will not be responsible to anyone other than the
Company for providing the protections afforded to the customers of Hoare Govett
or for providing advice in relation to the Placing.
Past performance is no guide to future performance and persons needing advice
should consult an independent financial adviser.
These written materials are not an offer of securities for sale in the United
States. Securities may not be offered or sold in the United States absent
registration under the US Securities Act of 1933 (the 'US Securities Act') or an
exemption therefrom. The Company has not registered and does not intend to
register any of its Ordinary Shares under the US Securities Act. The Placing
Shares will not be offered or sold in the United States.
This information is provided by RNS
The company news service from the London Stock Exchange
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