Result of General Meeting and Court Date

RNS Number : 9569S

Trinity Exploration & Production

29 December 2016

 

For immediate release

29 DECEMBER 2016

NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN AND THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH IT WOULD BE UNLAWFUL TO DO SO. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND DOES NOT CONSTITUTE A PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT. NOTHING HEREIN SHALL CONSTITUTE AN OFFERING OF EXISTING ORDINARY SHARES, NEW ORDINARY SHARES OR CONVERTIBLE LOAN NOTES.

Unless otherwise defined, capitalised terms used in this Announcement have the same meaning as set out in the Fundraising announcement issued by the Company on Friday, 9 December 2016.

Trinity Exploration & Production plc

("Trinity" or "the Group" or "the Company")

Result of General Meeting and Court Date

At the General Meeting of the Company held today, all the resolutions to approve the Restructuring were duly passed by shareholders.

The votes were taken by way of a poll, the results of which are detailed below:

Resolution	In Favour		Against		Withheld
	Votes	%	Votes	%	Votes
1.	36,280,187	98.87	412,267	1.31	26,018
2.	36,280,187	98.87	412,267	1.31	26,018
3.	36,280,330	98.87	412,124	1.30	26,018
4.	36,280,330	98.87	412,124	1.30	26,018

NB: Percentage of Votes excludes Withheld votes.

The hearing of the application for the approval of the Creditors Proposal by the Trinidad and Tobago Court, which was approved by the Trinidad and Tobago Creditors on 19 December 2016, has been set for Friday 6 January 2017.

Further announcements will be made as appropriate.

Enquiries:

Trinity Exploration & Production Bruce Dingwall, Executive Chairman Tracy Mackenzie, Head of Corporate Development	Tel: [phone]
SPARK Advisory Partners Limited (Nominated & Financial Adviser) Mark Brady Miriam Greenwood Sean Wyndham-Quin	Tel: [phone]
Cantor Fitzgerald Europe (Broker) David Porter Sebastien Maurin Craig Francis	Tel: [phone]

About Trinity

Trinity is an independent oil and gas exploration and production company focused solely on Trinidad and Tobago.  Trinity operates producing and development assets both onshore and offshore, in the shallow water West and East Coasts of Trinidad. Trinity's portfolio includes current production, significant near-term production growth opportunities from low risk developments and multiple exploration prospects with the potential to deliver meaningful reserves/resources growth.  The Company operates all of its nine licences and, across all of the Group's assets, management's estimate of 2P reserves as at the end of 2015 was 20.9 MMbbls (excluding the Guapo-1 license which was disposed of in April 2016). Group 2C contingent resources are estimated to be 19.8 MMbbls. The Group's overall 2P plus 2C volumes are therefore 40.7 MMbbls.

Trinity is listed on the AIM market of the London Stock Exchange under the ticker TRIN.

IMPORTANT NOTICE

This Announcement has been issued by and is the sole responsibility of the Company. The information contained in this Announcement is for background purposes only and does not purport to be full or complete. No reliance may or should be placed by any person for any purpose whatsoever on the information contained in this Announcement or on its accuracy or completeness. The information in this Announcement is subject to change.

Neither the contents of the Company's website nor the contents of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this Announcement.

This Announcement does not constitute, or form part of, a prospectus relating to the Company, nor does it constitute or contain any invitation or offer to any person, or any public offer, to subscribe for, purchase or otherwise acquire any shares in the Company or advise persons to do so in any jurisdiction, nor shall it, or any part of it form the basis of or be relied on in connection with any contract or as an inducement to enter into any contract or commitment with the Company.

The content of this Announcement has not been approved by an authorised person within the meaning of the Financial Services and Markets Act 2000 (as amended).

This Announcement is not for publication or distribution, directly or indirectly, in or into the United States of America ("United States" or "US"). This Announcement is not an offer of securities for sale into the United States. The securities referred to herein (including for the avoidance of doubt the Existing Ordinary Shares, the New Ordinary Shares and the Convertible Loan Notes) have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. No public offering of securities is being made in the United States.

This Announcement is not for release, publication or distribution, directly or indirectly, in whole or in part, in, into or from the United States, Australia, Canada, Japan, the Republic of Ireland or the republic of South Africa or any other jurisdiction in which such publication, release or distribution would be unlawful (a "Prohibited Jurisdiction"). This Announcement and the information contained herein are not for release, publication or distribution, directly or indirectly, to persons in a Prohibited Jurisdiction unless permitted pursuant to an exemption under the relevant local law or regulation in any such jurisdiction. This Announcement has been issued by and is the sole responsibility of the Company.

SPARK which is authorised and regulated in the United Kingdom by the FCA, is acting exclusively for the Company and no-one else in connection with the Fundraising and will not regard any other person (whether or not a recipient of this Announcement) as a client in relation to the Fundraising and will not be responsible to anyone other than the Company for providing the protections afforded to its clients or for providing advice in relation to the Fundraising, or any other matter referred to herein. Its responsibilities as the Company's nominated adviser under the AIM Rules for Companies and the AIM Rules for Nominated Advisers are owed to the London Stock Exchange and the Company and not to any other person in respect of his decision to acquire Existing Ordinary Shares, New Ordinary Shares or Convertible Loan Notes in reliance on any part of this Announcement. Its responsibilities as the Company's financial adviser are owed to the Company and not to any other person.  No representation or warranty, express or implied, is made by SPARK as to any of the contents of this Announcement.

Cantor Fitzgerald which is authorised and regulated in the United Kingdom by the FCA, is acting exclusively for the Company and no-one else in connection with the Fundraising and will not regard any other person (whether or not a recipient of this Announcement) as a client in relation to the Fundraising and will not be responsible to anyone other than the Company for providing the protections afforded to its clients or for providing advice in relation to the Placing and Subscription, or any other matter referred to herein. Its responsibilities as the Company's bookrunner are owed to the Company and not to any other person in respect of their decision to Existing Ordinary Shares, New Ordinary Shares or Convertible Loan Notes in reliance on any part of this Announcement. No representation or warranty, express or implied, is made by Cantor Fitzgerald as to any of the contents of this Announcement.

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