NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, WITHIN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION
Opera Investments plc ("Opera" or the "Company")
Termination of Heads of Terms Agreement with Highlands Natural Resources plc regarding potential acquisition (the "Acquisition")
Lifting of Suspension of Trading
FOR RELEASE 7.00 am 11 July 2016
The Company would like to provide the following update to its shareholders.
Termination of Heads of Terms Agreement
On 15 June 2016, the Directors of Opera announced that it had reached a heads of terms agreement with Highlands Natural Resources plc ("Highlands"), the London listed natural resources company, to acquire all of the issued share capital of Highland's subsidiary, Highlands Helium Development Limited, the owner of Highlands' Helios Two project.
The Directors announce that there is mutual agreement between Opera and Highlands to terminate the Acquisition. Notwithstanding the potential for the Helios Two project, on consideration, it does not fit within the specific investment criteria of Opera at this time. The Directors of Opera wish the team at Highlands well as they further develop their company and its investments, including its Helios Two project.
Next Steps
Despite this, the Directors can assure their shareholders that they are well placed and determined to continue to pursue and execute the Company's stated investment plan and strategy that was set out at the time of the Company's flotation in April 2015.
The Directors will proceed immediately to seek an attractive acquisition opportunity, with the objective of maximising value for Opera shareholders using its cash resources. We are convinced, especially at this time, that there are many attractions to Opera for companies or businesses seeking a listing on the London Stock Exchange and given the Company's existing cash resources, the Directors intend to seek to maximise the value of the Company to the benefit of its shareholders in an appropriate acquisition.
The Directors believe that Opera remains well placed in order to create value for the Company's shareholders.
Lifting of Suspension of Trading
Due to the size and nature of the Acquisition, it was treated as a reverse takeover for the purposes of the UK Listing Authority's Listing Rules and was to be subject to approval by the Company's shareholders and an associated waiver of rule 9 of the UK Takeover Code required in connection with the issue of the Opera Shares to Highlands. As a consequence, the Company requested a suspension of trading in its ordinary shares until the details of the Acquisition are finalised and the required information is published or the Acquisition is terminated.
As the Acquisition is terminated, the Company has requested that the suspension of the
trading of ordinary shares be lifted. It is expected that such suspension will be lifted at 7.30 am on 11 July 2016 and accordingly that trading of the Company's ordinary shares will be resumed at 8.00 am on 11 July 2016.
Enquiries:
Opera Investments plc Paul Dudley |
+44 (0) 20 3551 4872 |
Buchanan (PR) Ben Romney/Bobby Morse |
+44 (0) 20 7466 5000 |
This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, or vote in any manner, any securities pursuant to this announcement or otherwise. The distribution of this announcement in jurisdictions outside the United Kingdom may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about, and observe such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities law of any such jurisdiction.
The statements contained in this announcement that are not historical facts are "forward-looking" statements. These forward-looking statements are subject to a number of substantial risks and uncertainties, many of which are beyond the Company's control and actual results and developments may differ materially from those expressed or implied by these statements for a variety of factors. These forward-looking statements are statements based on the Company's current intentions, beliefs and expectations about among other things, the Company's financial condition, prospects, growth, strategies and the industry in which the Company operates. Forward-looking statements are typically identified by the use of forward-looking terminology such as "believes", "expects", "may", "will", "could", "should", "intends", "estimates", "plans", "assumes" or "anticipates" or the negative thereof or other variations thereon or comparable terminology, or by discussions of strategy that involve risks and uncertainties. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. In addition, from time to time, the Company or its representatives have made or may make forward-looking statements orally or in writing. Furthermore, such forward-looking statements may be included in, but are not limited to, press releases or oral statements made by or with the approval of an authorised executive officer of the Company. No assurance can be given that such future results will be achieved; actual events or results may differ materially from those expressed in or implied by these statements as a result of risks and uncertainties facing the Company and its subsidiaries. Many of these risks and uncertainties relate to factors that are beyond the Company's ability to control or estimate precisely, such as changes in taxation and fiscal policy, future market conditions, currency fluctuations, the behaviour of other market participants, the actions of governmental regulators and other risk factors such as the Company's ability to continue to obtain financing to meet its liquidity needs, changes in the political, social and regulatory framework in which the Company operates or in economic or technological trends or conditions, including inflation and consumer confidence, on a global, regional or national basis. Such risks and uncertainties could cause actual results to vary materially from the future results indicated, expressed or implied in such forward-looking statements. The forward-looking statements contained in this announcement speak only as of the date of this announcement and the Company undertakes no duty to update any of them publicly in light of new information or future events, except to the extent required by applicable law or regulation.