Notice of extraordinary general meeting

RNS Number : 6800K

San Leon Energy PLC

06 January 2021

 

6 January 2021

San Leon Energy plc

("San Leon" or the "Company")

Notice of extraordinary general meeting

An extraordinary general meeting of the Company will be held at 3300 Lake Drive, Citywest Business Campus, Dublin 24, D24 TD21, Ireland on Monday 1 February 2021 at 3.00 p.m. (the "EGM").

The business of the EGM will be to consider and, if thought fit, approve certain resolutions which are necessary to effect a technical change to how, and where, the electronic settlement of trading in San Leon shares occurs.  Settlement is the process that occurs following a trade in San Leon shares when payment is made and ownership of the shares transfers. This change is a consequence of the end of the transition period following the United Kingdom's departure from the European Union ("Brexit") and will not alter where San Leon shares are listed or traded.  The change affects all Irish companies whose securities are listed and traded in London.

Background to the EGM

As a consequence of Brexit, the settlement system relating to trading in the Company's shares needs to move from CREST in London to Euroclear Bank in Belgium ("Migration"). Migration is expected to occur on 15 March 2021.  However, if the resolutions proposed for the EGM are passed, the Company's shares will continue to trade on AIM in London.

There is no meaningful alternative to Migration and failure to migrate would remove the Company's access to electronic trade settlement. This would seriously risk the Company's ability to retain admission of its shares to trading on AIM and, importantly, a market for its ordinary shares.  Therefore, the board is asking all shareholders to support the resolutions proposed for the EGM by voting in favour of all the resolutions being proposed at the EGM or appointing a proxy to do so on their behalf.

A circular, which includes the notice of the EGM (the "Circular"), and a form of proxy have been posted to shareholders today.  The Board strongly urges shareholders to review the contents of the Circular in their entirety, including the documents referred to therein, and consider the Board's recommendation to vote in favour of the resolutions being proposed at the EGM.

In economic terms, shareholders' interest in their shares is largely unaffected by Migration but there are some technical changes to how their interest is held and therefore shareholders are recommended to read the Circular.

The Circular, the form of proxy and copies of the documents referred to in the Circular are available to view on the Company's website,  www.sanleonenergy.com/investors/reports-notices-shareholder-documents/shareholder-notices-and-documents/ , and will be available for inspection during normal business hours on any business day from the date of this letter until the EGM at the registered office of the Company at 2 Shelbourne Buildings, Crampton Avenue, Dublin 4, D04 W3V6, Ireland. However, due to Covid-19 public health guidelines, shareholders are advised to view the documents on the website.

Public Health Guidelines and the EGM

The well-being of shareholders and employees is a primary concern for the Board. The Board is closely monitoring the COVID-19 situation and will take all recommendations and applicable law into account in the conduct of the EGM.  There will likely be very limited ability to attend the EGM in person and the Board therefore strongly encourages shareholders to appoint the chairman of the EGM as a proxy by submitting a proxy form not less than 48 hours before the time appointed for the EGM or any adjournment thereof, in order to ensure they can exercise their vote and be represented at the EGM without attending in person.

Proxy forms can be submitted in advance of the EGM by availing of one of the options set out in the notice of the EGM:

(i) by post or by hand to the Company's registrar, Computershare Investor Services (Ireland) Limited, 3100 Lake Drive, Citywest Business Campus, Dublin 24, D24 AK82, Ireland;

(ii)  electronically by accessing www.eproxyappointment.com ; or

(iii)  via the CREST System, where shares are held in CREST.

Any relevant updates regarding the EGM, including any changes to the arrangements outlined in the Circular, will be announced via a Regulatory Information Service and will be available on  www.sanleonenergy.com .

In the event that it is not possible to hold the EGM either in compliance with public health guidelines or applicable law or where it is otherwise considered that proceeding with the EGM as planned poses an unacceptable health and safety risk, the EGM may be adjourned or postponed or relocated to a different time and/or venue, in which case notification of such adjournment or postponement or relocation will be given in accordance with applicable law.

Enquiries:

San Leon Energy plc	[phone]
Oisin Fanning, Chief Executive
Allenby Capital Limited (Nominated adviser and joint broker to the Company)	[phone]
Nick Naylor Alex Brearley Asha Chotai
Panmure Gordon & Co (Joint broker to the Company)	[phone]
Nick Lovering
Brandon Hill Capital Limited (Joint broker to the Company)	[phone]
Oliver Stansfield Jonathan Evans
Tavistock (Financial Public Relations)	[phone]
Nick Elwes Simon Hudson
Plunkett Public Relations	[phone]
Sharon Plunkett

 

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