Result of EGM

RNS Number : 2632K
Island Oil and Gas PLC
15 April 2010
 

15 April 2010

 

 

Not for release, publication or distribution, in whole or in part, in, into or from the United States or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction                                 

 

Recommended Acquisition of Island Oil & Gas plc by San Leon Energy plc

to be effected by means of a Scheme of Arrangement

 

RESULTS OF COURT MEETING AND EGM

 

 

Further to the announcement on 25 February 2010, relating to the recommended share for share acquisition of the entire issued and to be issued share capital of Island Oil & Gas plc ("Island") by San Leon Energy plc ('San Leon') to be effected by means of a Scheme of Arrangement, Island is pleased to announce that all of the resolutions approving the Scheme and the Acquisition were duly passed at the Court Meeting and the Extraordinary General Meeting held earlier today. 

 

At the Court Meeting, 98.49 per cent. of the poll voted in favour of the Scheme. The detailed results of the Court Meeting are set out in the table below:

 


Present

For

Against


Number

Scheme Shares represented

Number

(and %)

Scheme Shares represented

(and %)

 

Number

(and %)

Scheme Shares represented

(and %)

Totals in person and by proxy

176

69,117,885

174 (98.86%)

 

68,072,270

(98.49%)

2

(1.14%)

1,045,615

(1.51%)

 

 

Accordingly, as the requisite Shareholder majorities have approved the Scheme, the Company will now seek the sanction of the Scheme by the High Court. In addition, the resolutions were duly passed at the Island EGM to give effect to the Scheme and the associated Reduction of Capital.

 

In order for the Scheme to become effective, the Court must now sanction the Scheme and the associated Reduction of Capital at the Court Hearing.

 

The anticipated timeline of the remaining principal events required to implement the Scheme is as follows:

 

7 May 2010 

 Court Hearing to sanction the Scheme 

14 May 2010

 Last day of  dealings in Island Shares

17 May 2010 

 Scheme Effective Date

17 May 2010

 Admission of New San Leon Shares to trading on AIM

 

Note: These times and dates are indicative only and will depend, inter alia, on the date upon which the Court sanctions the Scheme.

 

Terms defined in the Scheme Document sent to Island Shareholders on 23 March 2010 have the same meaning as in this announcement.

 

For further information contact:

  

Island Oil & Gas plc                                                                                    + 353 1631 3755

Carl Kindinger

 

Davy Corporate Finance (Financial adviser to Island)                         + 353 1679 6363

Anthony Farrell

 

San Leon Energy plc                                                                                   + 353 1291 6292

Oisin Fanning, Chairman

Philip Thompson, Chief Executive Officer

 

Arbuthnot Securities Ltd (Financial adviser to San Leon)                   + 44 20 7012 2000

Nick Tulloch

Alasdair Younie

 

 

The Island Directors accept responsibility for the information contained in this announcement, except for the information for which responsibility is taken by the San Leon Directors. To the best of the knowledge and belief of the Island Directors (who have taken all reasonable care to ensure that such is the case) the information contained in this announcement for which they are responsible is in accordance with the facts and does not omit anything likely to affect the import of such information.

 

The San Leon Directors accept responsibility for the information contained in this announcement relating to San Leon, the directors of San Leon, related trusts and any persons connected with them. To the best of the knowledge and belief of the San Leon Directors (who have taken all reasonable care to ensure that such is the case) the information contained in this announcement for which they are responsible is in accordance with the facts and does not omit anything likely to affect the import of such information.

 

The distribution of this announcement in jurisdictions in or into certain jurisdictions may be restricted by the laws of those jurisdictions. Accordingly, copies of this announcement and all other documents relating to the Acquisition and/or the Scheme are not being, and must not be, released, published, mailed or otherwise forwarded, distributed or sent in, into or from any Restricted Jurisdiction. Persons receiving such documents (including, without limitation, nominees, trustees and custodians) should observe these restrictions. Failure to do so may constitute a violation of the securities laws of any such jurisdiction.

 

Davy Corporate Finance, which is authorised and regulated in Ireland by the Financial Regulator, is acting for Island and no one else in relation to the Acquisition and the Scheme and will not be responsible to anyone other than Island for providing the protections afforded to clients of Davy Corporate Finance nor for providing advice in relation to the Acquisition and the Scheme or any other matter referred to herein.

 

Arbuthnot Securities Limited, which is authorised and regulated in the United Kingdom by the Financial Services Authority is acting exclusively for San Leon and is acting for no one else in connection with the Acquisition and the Scheme and will not be responsible to anyone other than San Leon for providing the protections afforded to clients of Arbuthnot Securities Limited or for providing advice in relation to the Acquisition and the Scheme or any other matter referred to herein.

 

 


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