Result of General Meeting

RNS Number : 0672O
Xtract Energy plc
12 September 2011
 



12 September 2011

 

AIM: XTR

 

XTRACT ENERGY PLC

("Xtract" or the "Company")

 

Result of General Meeting

 

The Company is pleased to confirm that, at the General Meeting held earlier today, all resolutions proposed were duly passed.

 

Accordingly, further to the announcement by the Company on 26 August 2011, the Company confirms, subject to Admission becoming effective:

 

·        the acquisition of all of the issued and to be issued share capital of Elko Energy, Inc. not already owned by Xtract International;

 

·        the issue and allotment of 350,245,343 new Ordinary Shares (representing approximately 23.3 per cent. of the Enlarged Share Capital) to holders of Elko common stock, in satisfaction of consideration for the Acquisition and the grant of a total of 57,417,500 warrants and options over Ordinary Shares to holders of warrants and options in Elko;

 

·        the issue and allotment of 240,000,000 Placing Shares (representing approximately 15.9 per cent. of the Enlarged Share Capital) with investors at the Placing Price, raising £3 million (before expenses) for the Company to fund the costs associated with the Acquisition and the ongoing working capital requirements of the Enlarged Group; and

 

·        the appointment of Jeremy Kane as a non - executive director of the Company. The information in respect of Mr Kane required to be disclosed in accordance with Rule 17 and Schedule Two of the AIM Rules is contained in the Admission Document of the Company published on 26 August 2011.  Except for the information disclosed  therein, there is no other information which falls to be disclosed under these rules.

 

The Acquisition constitutes a reverse takeover pursuant to Rule 14 of the AIM Rules for Companies and, following Admission, Xtract will no longer be considered as an investing company for the purposes of the AIM Rules for Companies.

 

An application has been made to the London Stock Exchange for the Enlarged Share Capital to be admitted to trading on AIM and, subject to any outstanding conditions having been met, trading is expected to commence at 8.00 a.m. on 13 September 2011.

 

In addition, pursuant to the obligations of the Company outlined in paragraph 12.3 of Part V of the Admission Document, the Company has issued and allotted, conditional on Admission, 10,000,000 new Ordinary Shares (the "New Ordinary Shares") to Cenkos Securities plc. An application has been made to the London Stock Exchange for the New Ordinary Shares, which will rank pari passu with the Enlarged Share Capital, to be admitted to trading on AIM, and trading is expected to commence at 8.00 a.m. on 16 September 2011.

 

Following admission of the New Ordinary Shares, the Company will have 1,515,210,369 Ordinary Shares in issue. The figure of 1,515,210,369 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or change their interest in, the Company under the FSA's Disclosure and Transparency Rules.

 

Terms and definitions used in this announcement shall have the meaning given in the announcement by the Company on 26 August 2011, unless the context requires otherwise.

 

Enquiries please contact:

 

Xtract Energy Plc

Peter Moir, CEO

Alan Hume FD

 

+44 (0)137 237 1071

+44 (0) 137 237 1071

Cenkos Securities Plc

Jon Fitzpatrick

Alan Stewart

+44 (0)207 397 8900

+44 (0)131 220 9771

 

Financial Dynamics

Billy Clegg

Edward Westropp

Alex Beagley

+44 (0)207 831 3113

 

About Xtract

 

Xtract identifies and invests in a portfolio of early stage oil and gas assets and business interests with significant growth potential. The Company aims to work closely with the associated management teams to achieve critical project milestones, to finance early stage asset and business development activity, and then to finance the asset development phase, or if appropriate to crystallise value for all shareholders at a suitable exit point. Xtract aims to achieve returns for our shareholders through access to the significant upside rewards associated with our investments.

 

For further information on Xtract please visit www.xtractenergy.co.uk

 

A short description of the principal assets of Xtract is set out below. These assets are either held directly or through wholly owned subsidiaries of the Company.

 

Extrem Energy AS ("Extrem Energy")

 

Following execution of heads of terms, Xtract has entered into a fully termed Assignment Agreement and associated Royalty Agreement in which Xtract holds a royalty interest over the license portfolio owned by Extrem Energy, onshore and offshore Turkey.

 

Elko Energy Inc. ("Elko")

 

Elko is a Canadian registered oil & gas exploration company which has interests in exploration and production licences in the Danish and Dutch North Sea. Its major asset in the Danish North Sea is a 33% working interest in an exploration and production licence 02/05 and a 33% working interest in an adjoining exploration and production licence 01/11, close to the prolific Central Graben oil kitchen. Technical work indicates the potential for significant resources on these combined licenses. Neither of those licences is currently being produced and accordingly no profits are attributable to them. Elko also holds a royalty interest in gas-bearing license blocks P1 and P2 in the Dutch North Sea.

 

Zhibek Resources Ltd ("Zhibek Resources")

 

Zhibek Resources is an oil and gas exploration and production company which has a 72% interest in the Tash Kumyr exploration licence in the Kyrgyz Republic. Xtract has entered a farm-out agreement to fund a seismic and drilling programme for 2008-2011. Xtract owns 25.0% of the issued share capital of Zhibek Resources.

 

Xtract Oil Ltd ("XOL")

 

Xtract's wholly owned subsidiary, XOL, is focused on the development of the Company's oil shale resources in Australia and the technology for oil extraction from oil shale resources. Xtract has oil shale exploration rights over mining tenements in the Julia Creek area of Queensland. In addition to evaluating third party technologies, XOL has been developing proprietary technology for the commercial extraction of liquid hydrocarbon products from oil shale.

 

Xtract Energy (Oil Shale) Morocco SA ("XOSM")

 

XOSM is a joint venture with Alraed Limited Investment Holding Company WLL, a company controlled by His Highness, Prince Bandar Bin Mohd. Bin Abdulrahman Al-Saud of Saudi Arabia. XOSM has signed a Memorandum of Understanding with the Office National des Hydrocarbures et des Mines for the purposes of evaluation and possible development of an oil shale deposit near Tarfaya, in the south west part of Morocco. Xtract currently holds 70% of the joint venture.

 

 

 

 

 

 

 


This information is provided by RNS
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