Acquisition Update

RNS Number : 4090I

Igas Energy PLC

30 May 2014

 



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES AND ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

RIS/ASX Release

Joint Statement from IGas Energy Plc and Dart Energy Limited

30 May 2014

RECOMMENDED ACQUISITION OF DART ENERGY LIMITED BY IGAS ENERGY PLC

In relation to the recommended acquisition of IGas Energy Plc ("IGas") and Dart Energy Limited ("Dart") as announced on 9 May 2014 by way of Scheme of Arrangement ("Scheme"), the parties are please to confirm that IGas has now finalised its due diligence investigations in respect of Dart and is satisfied with the outcome of that due diligence, such that it has not invoked the due diligence condition. Accordingly the Scheme is anticipated to proceed in accordance with the timetable as previously announced.

The Scheme remains subject to various other conditions precedent including:

·   Australian Foreign Investment Review Board approval;

·   ASX, ASIC and other regulatory approvals;

·   third party consents, including under certain of Dart's exploration licences;

·   Dart shareholder and court approval for the Scheme;

·   approval by IGas shareholders for the IGas directors' authority to allot the Consideration Shares;

·   the independent expert appointed by Dart concluding that the Scheme is in the best interests of Dart's shareholders;

·   no material adverse change arising in respect of either Dart or IGas; and

·   other customary conditions.

A Scheme Booklet containing information relating to the Scheme, reasons for the Dart directors' unanimous recommendation, an independent expert's report and details of the Dart shareholder meeting to consider the Scheme is expected to be sent to Dart shareholders during July 2014 with a Dart shareholder meeting to vote on the proposed Scheme expected to be held during August 2014.

The general meeting of the IGas shareholders to approve the IGas Directors' authority to allot the Consideration Shares is expected to be held in late August 2014.

Subject to the approval of all conditions to the Scheme, it is anticipated that the Scheme will proceed according to the following timetable:

Key Milestone	Target Date
First Court hearing to convene Scheme Meeting	Mid July 2014
Scheme Booklet despatched to Dart Shareholders	Late July 2014
Scheme Meeting for Dart Shareholders to vote on the Scheme	Late August 2014
Second Court Hearing to approve Scheme	Late August 2014
IGas General Meeting	Late August 2014
Scheme Implementation Date	September 2014

These dates are indicative only and subject to change.

For further information please contact:

IGas Energy Plc

Andrew Austin - Chief Executive Officer

Stephen Bowler - Chief Financial Officer

Ann-marie Wilkinson - Head of Communications

Tel: [phone]

Jefferies International Limited

Sara Hale

Peter Bacchus

Alex Grant

Tel: [phone]

Canaccord Genuity Limited

Tim Redfern

Henry Fitzgerald-O'Connor

Tel: [phone]

MHP

Rupert Trefgarne

Tel: [phone]

Dart Energy Limited

John McGoldrick - Chief Executive Officer

Eytan Uliel - Chief Financial Officer

Tel: [phone]

Macquarie Capital (Australia) Limited

Andrew Jones

Tel: [phone]

Mark Dempsey

Chase Edgelow

Tel: [phone]

Vigo Communications

Peter Reilly

Patrick d'Ancona

Tel: [phone]

Disclaimers

Jefferies International Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for IGas and no one else in connection with the Scheme and will not be responsible to anyone other than IGas for providing the protections afforded to clients of Jefferies International Limited nor for providing advice in relation to matters described herein, nor for providing advice in relation to the Scheme or any matter or arrangement referred to herein.

Macquarie Capital (Australia) Limited is acting exclusively for Dart and no one else in connection with the Scheme and will not be responsible to anyone other than Dart in relation to matters described herein, nor for providing advice in relation to the Scheme or any matter or arrangement referred to herein.

 

END

 

 

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