THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES, JAPAN, CANADA, SOUTH AFRICA OR AUSTRALIA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A BREACH OF THE RELEVANT SECURITIES LAWS OF SUCH JURISDICTION.
San Leon Energy Plc
("San Leon" or the "Company")
Placing to raise approximately £3.15 million
San Leon, the international group focused on the exploration and production of oil and gas projects in Europe and North Africa, is pleased to announce that it has conditionally placed 22,499,994 new ordinary shares of €0.05 each par value (the "Placing Shares") at a price of 14 pence per share (the "Placing Price"), to raise gross proceeds of approximately £3.15 million for the Company from a number of institutional and other investors (the "Placing") through Fox-Davies Capital Limited and Arbuthnot Securities Limited. The Placing Price represents a discount of approximately 8.4 per cent. to the volume weighted average price for the 10-day period ending 3 August 2010, being the last dealing day prior to this announcement. The Placing Shares will represent approximately 5.29 per cent. of the Company's enlarged share capital.
The net proceeds of the Placing will provide San Leon with the additional capital and support to continue to carry out the Company's exploration and development programme across its portfolio of projects in Poland, Ireland and Morocco.
Oisín Fanning, Chairman of San Leon commented:
"In keeping with our normal strategy of fund allocation and assigning capital to our work programme, today's placing is for the Group's expanded field operations. Since the acquisition of Island Oil & Gas we have been working hard to consolidate the exploration programme and advance the monetisation of it. Our work programme continues unabated. I am pleased to report that the Group's offshore Ireland seismic programme is in progress and our Polish exploration plans, including the imminent 60km2 3D seismic acquisition on Szczecinek with Gas Plus, as well as our Moroccan Tarfaya Oil Shale pilot are all progressing to schedule."
The Placing Shares have been conditionally placed with institutional investors by Fox-Davies Capital and Arbuthnot Securities Limited. The allotment of the Placing Shares is conditional upon admission to trading on AIM ("Admission"). The Placing Shares will, when issued, rank pari passu with the Company's existing issued ordinary shares. Admission and dealings in the Placing Shares are expected to commence on AIM at 8.00 a.m. on 6 August 2010.
Following Admission, the Company's enlarged issued share capital will comprise 425,509,453 ordinary shares, with voting rights. The Company does not hold any ordinary shares in treasury. Therefore the total number of ordinary shares in the Company with voting rights will be 425,509,453, which may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FSA's Disclosure and Transparency Rules.
4 August 2010
For further information contact:
San Leon Energy Plc Oisin Fanning, Chairman Philip Thompson, Chief Executive Officer |
Tel +353 1291 6292 |
Fox-Davies Capital Daniel Fox-Davies Phil Davies David Porter Jonathan Evans |
Tel +44(0) 20 7936 5200 |
Arbuthnot Securities Nick Tulloch Ed Groome |
Tel +44(0) 20 7012 2000 |
College Hill Associates Nick Elwes |
Tel +44(0) 20 7457 2020 |
About San Leon Energy
San Leon Energy Plc is incorporated in Ireland. The San Leon Group (San Leon Energy Plc and its 5 wholly owned trading subsidiaries) is an international group of companies focused on the exploration and production of oil and gas projects in Morocco, Italy, Poland, North America, Albania. Ireland and the Netherlands.
DISCLAIMER
Fox-Davies Capital ("Fox Davies") which is authorised and regulated in the United Kingdom by the Financial Services Authority is acting for the Company in relation to the Placing. Fox Davies is not acting for any other person in connection with the matters referred to in this announcement and it will not be responsible to anyone other than the Company for providing the protections afforded to clients of Fox Davies or for giving advice in relation to the matters referred to in this announcement.
No representation or warranty express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by Fox Davies or by any of its affiliates or agents as to or in relation to, the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.
This announcement has been issued by the Company and is the sole responsibility of the Company.
This announcement does not constitute a prospectus relating to the Company and has not been approved by the UK Listing Authority, nor does it constitute or form any part of any offer or invitation to purchase, sell or subscribe for, or any solicitation of any such offer to purchase, sell or subscribe for, any securities in the Company under any circumstances, and in any jurisdiction, in which such offer or solicitation is unlawful. Accordingly, copies of this announcement are not being and must not be mailed or otherwise distributed, released, published or sent in or into or from the United States, Canada, Australia, South Africa or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of, or require registration thereof in, such jurisdiction or to, or for the account or benefit of, any United States, Canadian, Australian, South African or Japanese person and any person receiving this announcement, (including, without limitation, custodians, nominees and trustees) must not release, publish, distribute or send it, in whole or in part, in or into or from the United States, Canada, Australia, South Africa or Japan.
The Placing Shares have not been and will not be registered under the United States Securities Act of 1933, as amended ("Securities Act") and may not be offered, sold or transferred, directly or indirectly, within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and the securities laws of any state or other jurisdiction of the United States. The Placing Shares are being offered and sold outside the United States in accordance with Regulation S under the Securities Act. No public offering of the shares referred to in this announcement is being made in the United States, United Kingdom or elsewhere.
This announcement contains (or may contain) certain forward-looking statements with respect to certain of the Company's current expectations and projections about future events. These statements, which sometimes use words such as "anticipate", "believe", "intend", "estimate", "expect" and words of similar meaning, reflect the directors' beliefs and expectations and involve a number of risks, uncertainties and assumptions that could cause actual results and performance to differ materially from any expected future results or performance expressed or implied by the forward-looking statement. Statements contained in this announcement regarding past trends or activities should not be taken as a representation that such trends or activities will continue in the future. The information contained in this announcement is subject to change without notice and, except as required by applicable law, the Company does not assume any responsibility or obligation to update publicly or review any of forward-looking statements contained herein. You should not place undue reliance on forward-looking statements, which speak only as of the date of this announcement. No statement in this announcement is or is intended to be a profit forecast or to imply that the earnings of the Company for the current or future financial years will necessarily match or exceed the historical or published earnings of the Company.