Recommended Offer - Meeting for Shareholders

RNS Number : 5555V

Hurricane Energy PLC

06 April 2023

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

6 April 2023

Hurricane Energy plc

("Hurricane" or the "Company")

Recommended Offer - Meeting for Shareholders

Further to the announcement this morning by Hurricane Energy plc that it has posted to shareholders the Scheme Document relating to the agreement announced on 16 March 2023 with Prax Exploration & Production PLC ("Prax") on the terms of a recommended acquisition, the Company announces that it will be holding a meeting on 18 April 2023 for shareholders, where senior management will provide a presentation relating to the recommended acquisition. This will be followed by a question and answer session where senior management will address questions that shareholders may have.

The meeting will commence at 10.00 am and will take place at The Science Suite, Royal Society of Chemistry, Burlington House, Piccadilly, London, W1J 0BA.

A recording of the presentation will be published on the Company website later that day. The Takeover Code contains restrictions on the broadcasting of unscripted meetings.  Accordingly, the Q&A element of the event will not be live-streamed or published afterwards. In order therefore that questions can be addressed from shareholders unable to attend on the day, the Company encourages shareholders to pre-submit questions which management will endeavour to address in the course of the presentation, as that will be made available on the website afterwards. Shareholders should email questions to [e-mail]  by 10.00 am on 14 April 2023.

Members of Prax's senior management team will be in attendance at the meeting where they will also be able to address shareholder questions.

The Scheme Document and other information relating to the recommended acquisition is available at the company's website:

https://www.hurricaneenergy.com/investors/formal-sale-process

Contacts:

Hurricane Energy plc   Antony Maris, Chief Executive Officer  [e-mail]	[phone]
Stifel Nicolaus Europe Limited Financial Adviser, Nominated Adviser & Joint Corporate Broker to Hurricane Callum Stewart / Jason Grossman	[phone]
Investec Bank plc   Joint Corporate Broker to Hurricane Chris Sim / Charles Craven / Jarrett Silver	[phone]
Vigo Consulting Public Relations Adviser to Hurricane Patrick d'Ancona / Ben Simons  [e-mail]	[phone]

This announcement does not contain inside information.

Notices related to the financial adviser and brokers

Stifel Nicolaus Europe Limited ("Stifel"), which is authorised and regulated by the Financial Conduct Authority in the United Kingdom, is acting exclusively for Hurricane and for no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than Hurricane for providing the protections afforded to its clients or for providing advice in connection with the subject matter of this announcement.

Investec Bank plc ("Investec"), which is authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting exclusively for Hurricane and for no one else in connection with the subject matter of this announcement and will not be responsible to anyone other than Hurricane for providing the protections afforded to its clients or for providing advice in connection with the subject matter of this announcement.

Disclosure requirements of the Code

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any securities exchange offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any securities exchange offeror is first identified. An Opening Position Disclosure must contain details of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any securities exchange offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a securities exchange offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1% or more of any class of relevant securities of the offeree company or of any securities exchange offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any securities exchange offeror. A Dealing Disclosure must contain details of the dealing concerned and of the person's interests and short positions in, and rights to subscribe for, any relevant securities of each of (i) the offeree company and (ii) any securities exchange offeror, save to the extent that these details have previously been disclosed under Rule 8. A Dealing Disclosure by a person to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London time) on the business day following the date of the relevant dealing.

If two or more persons act together pursuant to an agreement or understanding, whether formal or informal, to acquire or control an interest in relevant securities of an offeree company or a securities exchange offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4). Details of the offeree and offeror companies in respect of whose relevant securities Opening Position Disclosures and Dealing Disclosures must be made can be found in the Disclosure Table on the Takeover Panel's website at  www.thetakeoverpanel.org.uk   , including details of the number of relevant securities in issue, when the offer period commenced and when any offeror was first identified. You should contact the Panel's Market Surveillance Unit on [phone] if you are in any doubt as to whether you are required to make an Opening Position Disclosure or a Dealing Disclosure.

Rule 26.1 disclosure

In accordance with Rule 26.1 of the Code, a copy of this announcement will be available (subject to certain restrictions relating to persons resident in restricted jurisdictions) at https://www.hurricaneenergy.com/investors/formal-sale-process  by no later than 12 noon (London time) on the business day following the date of this announcement. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

Additional Information

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, any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to this announcement or otherwise. Any offer, if made, will be made solely by certain offer documentation which will contain the full terms and conditions of any offer, including details of how it may be accepted. The distribution of this announcement in jurisdictions other than the United Kingdom and the availability of any offer to shareholders of Hurricane who are not resident in the United Kingdom may be affected by the laws of relevant jurisdictions. Therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom or shareholders of Hurricane who are not resident in the United Kingdom will need to inform themselves about, and observe any applicable requirements.

 

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