Result of GM, Acquisition and Re-Admission
3 January 2018
Echo Energy plc
("Echo" or the "Company")
Result of General Meeting
Proposed acquisition of interests in oil and gas assets in Argentina
Admission of Enlarged Share Capital to trading on AIM
Echo Energy plc, the South and Central American focused upstream oil and gas company, is pleased to announce that all resolutions put to Shareholders at the general meeting of the Company held earlier today were duly passed, including in relation to the proposed acquisition by the Company of 50 per cent. interests in each of the Fracción C, Fracción D and Laguna De Los Capones concessions and a 50 per cent. interest in the Tapi Aike exploration permit, each located onshore in Argentina.
Following approval by Shareholders, the Acquisition Agreements will become unconditional in all respects later today and dealings in the Enlarged Share Capital, as enlarged by the issue of the Placing Shares, will commence on AIM at 8.00 a.m. on 4 January 2018.
Highlights of the Acquisition and Re-Admission:
· The Company announced on 1 November 2017 that, in line with its stated strategy, it had entered into a conditional farm-in agreement with Compañía General de Combustibles S.A. ("CGC") for the acquisition by the Company of 50 per cent. working interests in certain of the onshore Argentinian gas and oil assets of CGC.
· Echo will acquire 50 per cent. working interests in each of the Fracción C, Fracción D and Laguna De Los Capones Concessions and in the Tapi Aike Exploration Permit each located in the Austral basin of Santa Cruz province, onshore Argentina, and covering a total of 11,153km2.
· The Acquisition is expected to provide the Company with a compelling blend of multi tcf exploration potential, appraisal and production.
· On the Tapi Aike Exploration Permit the Competent Person's Report has identified 41 leads over three independent plays, each typically with gross (100%) prospective resources of 50-600 Bcf at the best estimate level; the largest two are assessed as potentially containing 3.8 Tcf and 2.6 Tcf of gas in place (on a gross unrisked basis) in the high case, with three others potentially containing in excess of 1 Tcf (on the same basis), all of these numbers confirming the highly prospective value of the Tapi Aike Exploration Permit.
· Existing gross production of a total of approximately 11.2 mmscfe/d (5.6 mmscfe/d net to the Company, pre-royalty) on Fracción C and Fracción D with, the Directors believe, the potential to significantly increase current gross production across the Concessions to over 80 mmscfe/d over a five year period.
· The Acquisition provides the Company with a material position in Argentina, with strong local gas prices, and a well-respected local strategic partner.
· The Company has raised £6.4 million, before expenses (£4.7 million net of total estimated costs and expenses relating to both the Placing and Admission) through the Placing of 36,391,412 Placing Shares at 17.5 pence per Placing Share, being equal to the closing mid-market price per Ordinary Share on 27 October 2017, being the last date prior to the Ordinary Shares being suspended from trading on AIM pending publication of the admission document.
· The Placing Shares will represent approximately 9.1 per cent. of the Enlarged Share Capital on Admission.
· Following Admission, Echo intends to deploy the Company's existing cash balances and net proceeds of the Placing towards the development of the Licences, and towards the Company's working capital requirements.
Notwithstanding completion of the Acquisition Agreements, not all of the consents required for the transfer of the participating interests in the Licences to the Company have been obtained. It is anticipated that these consents, further details of which are contained in paragraphs 13.1 and 13.2 of Part VI of the admission document, will be obtained within six months following completion of the Acquisition. Should any of the consents not be obtained, then the Company will be granted an economic interest in the Licences until such time as the Company can obtain full legal title.
In completing the Acquisition Agreements, the Company and CGC also agreed to amend the Acquisition Agreements such that the joint operating agreements will now be entered into on or before 29 January 2018.
Intended Open Offer
The Company also wishes to provide an update on the previously announced intended Open Offer, intended to be launched in January 2018, of up to 11,428,572 Offer Shares at 17.5 pence per Offer Share to raise up to £2.0 million, before expenses. The Open Offer was not required by the Company to fund operations but was instead intended to provide qualifying shareholders with the opportunity to subscribe for additional Ordinary Shares at the same price as was available to placees under the Placing.
To avoid unnecessary costs, the Open Offer will only now be launched if, in the opinion of the Directors, the Company's Ordinary Shares trade at a level that supports the Open Offer being made prior to 31 January 2018.
Defined terms used in this announcement have the same meaning as set out in the Company's admission document dated 15 December 2017.
This announcement contains inside information for the purposes of Article 7 of Regulation 596/2014.
For further information please contact:
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Echo Energy plc Fiona MacAulay, CEO Will Holland, CFO
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Smith & Williamson (Nominated Adviser) Azhic Basirov David Jones Ben Jeynes Katy Birkin
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+44 (0)20 7131 4000
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Hannam & Partners (Advisory) LLP (Co-ordinating Bookrunner and Joint Broker) Giles Fitzpatrick Andrew Chubb Ernest Bell
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+44 (0)20 7907 8500
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Shore Capital Stockbrokers Limited (Joint Bookrunner and Joint Broker) Jerry Keen Hugh Morgan Anita Ghanekar
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+44 (0)20 7408 4090
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Vigo Communications (PR Adviser) Patrick d'Ancona Chris McMahon Ali Roper
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+44 (0)20 7830 9700 |
For further information, information provided under AIM Rule 26 and the Company's admission document please see the Company's website: www.echoenergyplc.com.
This information is provided by RNS
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