SOUTH DISOUQ DISPOSAL TRANSACTION RECONSTITUTION
THE INFORMATION CONTAINED WITHIN THIS ANNOUNCEMENT IS DEEMED BY SDX TO CONSTITUTE INSIDE INFORMATION AS STIPULATED UNDER THE MARKET ABUSE REGULATION (EU) NO. 596/2014 ("MAR"). ON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE ("RIS"), THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
7 March 2023
SDX ENERGY PLC ("SDX" or the "Company")
RECONSTITUTION OF SOUTH DISOUQ DISPOSAL TRANSACTION
SDX Energy Plc (AIM: SDX), announces that, at the request of the Egyptian Natural Gas Holding Company ("EGAS"), its wholly owned subsidiary, Sea Dragon Energy (Nile) B.V., ("Nile B.V.") and Energy Flow Global Limited ("EFGL") have reconstituted the transaction announced on 1 February 2022 (the "Reconstitution").
There is no change to the underlying economic substance of the original transaction. Under the original transaction, EFGL acquired an effective 18.15% interest in the South Disouq concession through its acquisition of 33% in Nile B.V.. Under the Reconstitution, Nile B.V has assigned a direct 18.15% interest in the South Disouq concession to EFGL by way of a Deed of Assignment. EFGL has simultaneously returned its 33% stake in Nile B.V. to SDX for a nominal fee of $1. The parties have agreed to an effective date, as of the signature by the Egyptian Minister of Petroleum of the Deed of Assignment on 22 February, 2023.
As EFGL is considered a related party of SDX, the Reconstitution represents a related party transaction under the AIM Rules. The directors of the Company having consulted with the Company's nominated adviser, consider that the terms of the transaction are fair and reasonable insofar as its shareholders are concerned.
For further information:
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SDX Energy Plc Jay Bhattacherjee Interim Executive Chairman Tel: +44 203 219 5640
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Shore Capital (Nominated Adviser and Broker) Toby Gibbs/Iain Sexton Tel: +44 (0) 20 408 4090 |
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Camarco (PR) Billy Clegg/Owen Roberts/Violet Wilson Tel: +44 (0) 203 757 4980
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Forward-looking information
Certain statements contained in this press release may constitute "forward-looking information" as such term is used in applicable Canadian securities laws. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, assumptions or future events or are not statements of historical fact should be viewed as forward-looking information. In particular, statements regarding: the Company's reconstitution of the South Disouq disposal transaction should be regarded as forward-looking information.
The forward-looking information contained in this document is based on certain assumptions, and although management considers these assumptions to be reasonable based on information currently available to them, undue reliance should not be placed on the forward-looking information because SDX can give no assurances that they may prove to be correct. This includes, but is not limited to, assumptions related to, among other things, commodity prices and interest and foreign exchange rates; planned synergies, capital efficiencies and cost - savings; applicable tax laws; future production rates; receipt of necessary permits; the sufficiency of budgeted capital expenditures in carrying out planned activities, and the availability and cost of labour and services.
All timing given in this announcement, unless stated otherwise, is indicative, and while the Company endeavours to provide accurate timing to the market, it cautions that, due to the nature of its operations and reliance on third parties, this is subject to change, often at little or no notice. If there is a delay or change to any of the timings indicated in this announcement, the Company shall update the market without delay.
Forward-looking information is subject to certain risks and uncertainties (both general and specific) that could cause actual events or outcomes to differ materially from those anticipated or implied by such forward - looking statements. Such risks and other factors include, but are not limited to, political, social, and other risks inherent in daily operations for the Company, risks associated with the industries in which the Company operates, such as: operational risks; delays or changes in plans with respect to growth projects or capital expenditures; costs and expenses; health, safety and environmental risks; commodity price, interest rate and exchange rate fluctuations; environmental risks; competition; permitting risks; the ability to access sufficient capital from internal and external sources; and changes in legislation, including but not limited to tax laws and environmental regulations. Readers are cautioned that the foregoing list of risk factors is not exhaustive and are advised to refer to the Principal Risks & Uncertainties section of SDX's Annual Report for the year ended 31 December 2020, which can be found on SDX's SEDAR profile at www.sedar.com , for a description of additional risks and uncertainties associated with SDX's business.
The forward-looking information contained in this press release is as of the date hereof and SDX does not undertake any obligation to update publicly or to revise any of the included forward ‐ looking information, except as required by applicable law. The forward ‐ looking information contained herein is expressly qualified by this cautionary statement.
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