AGM Statement
June 23 2009 - 8:23AM
UK Regulatory
TIDMPELE
RNS Number : 3585U
Petrolatina Energy PLC
23 June 2009
23 June 2009
PetroLatina Energy Plc
("PetroLatina" or the "Company")
Result of 2009 Annual General Meeting
PetroLatina (AIM: PELE), an independent oil and gas exploration, development and
production company focused on Latin America, announces that the resolutions
proposed at its 2009 Annual General Meeting ("AGM") held earlier today to
approve, inter alia, a reorganisation of the Company's share capital and the
granting of authority to the Directors to allot equity securities, without
offering those equity securities pro rata to existing shareholders, up to an
aggregate nominal amount of US$6,000,000 (60,000,000 New Ordinary Shares), as
set out in the notice of Annual General Meeting dated 1 June 2009, were all duly
approved by Shareholders.
Copies of the presentations which were made to shareholders attending today's
AGM will shortly be available to download from the Company's website,
www.petrolatinaenergy.com.
As referred to above, a resolution to approve the reorganisation of the Ordinary
Shares in issue was passed today in order to comply with the terms of the Loan
Note Instrument dated 21 January 2009, as amended on 16 June 2009, and reduce
the nominal value of an Ordinary Share to a more appropriate level such that the
outstanding convertible secured loan notes are then capable of conversion at the
noteholder's election. Pursuant to this resolution, inter alia, every Ordinary
Share of US$0.50 in issue will be converted into 1 (one) New Ordinary Share of
US$0.10 and 4 (four) New Deferred B Shares of US$0.10 each with effect from the
close of business today. Trading in the existing Ordinary Shares on AIM will
therefore cease with effect from the close of business today. Following the
Capital Reorganisation becoming effective, the security granted to the
noteholder, Tribeca Oil and Gas Financing, Inc., a subsidiary of Tribeca Oil and
Gas, Inc. an existing substantial shareholder in the Company, will be
automatically released.
Application has been made to the London Stock Exchange for the New Ordinary
Shares to be admitted to trading on AIM. Admission is expected to become
effective and dealings in the 43,888,569 New Ordinary Shares are expected to
commence at 8.00 a.m. tomorrow, Wednesday 24 June 2009. The Company's issued
ordinary share capital will consist of 43,888,569 ordinary shares of US$0.10
each with voting rights. PetroLatina does not hold any ordinary shares in
treasury and accordingly there are no voting rights in respect of any treasury
shares.
The aforementioned figure of 43,888,569 ordinary shares may be used by
shareholders in the Company as the denominator for the calculations by which
they will determine if they are required to notify their interest in, or a
change to their interest in, securities of the Company.
Apart from the change in nominal value, the New Ordinary Shares arising on
implementation of the Capital Reorganisation will have the same rights as the
existing Ordinary Shares, including voting, dividend and other rights.
Shareholders are therefore advised to retain their existing share certificates
which will remain valid. Shareholders who hold their entitlement to New Ordinary
Shares in uncertificated form through CREST will have their CREST accounts
updated automatically to reflect the change in the nominal value of the Ordinary
Shares.
The New Deferred B Shares will have no practical economic value as they will not
be listed or traded on AIM, will be non-voting, will carry no right to a
dividend and will be subject to eventual redemption by the Company for a nominal
amount. No share certificates will be issued in respect of the New Deferred B
Shares nor will CREST accounts of Shareholders be credited in respect of any
entitlement to New Deferred B Shares, no application will be made for their
admission to trading on AIM and they will not be dealt in on any stock exchange.
Unless the context otherwise requires, defined terms used in this announcement
shall have the meanings given to them in the circular to shareholders of the
Company dated 1 June 2009.
Enquiries:
+------------------------------------------------------+-----------------------+
| PetroLatina Energy Plc |
+------------------------------------------------------------------------------+
| Juan Carlos Rodriguez, Chief Executive Officer | Tel: +57 1627 8435 |
+------------------------------------------------------+-----------------------+
| Pawan Sharma, Executive Vice President - Corporate | Tel: +44 (0)20 7956 |
| Affairs | 2821 |
+------------------------------------------------------+-----------------------+
| Strand Partners Limited |
+------------------------------------------------------------------------------+
| Simon Raggett / Matthew Chandler | Tel: +44 (0)20 7409 |
| | 3494 |
+------------------------------------------------------+-----------------------+
| Financial Dynamics |
+------------------------------------------------------------------------------+
| Ben Brewerton / Susan Quigley | Tel: +44 (0)20 7831 |
| | 3113 |
+------------------------------------------------------+-----------------------+
Additional Information on PetroLatina Energy Plc:
PetroLatina Energy Plc (AIM: PELE), formerly known as Taghmen Energy Plc, was
founded in 2004. The Company is presently focused on Colombia after the sale of
its assets in Guatemala in which it retains a 20% interest in the first three
wells and a 20% working interest in future wells. In Colombia, the Company
currently holds 45% and 20% interests in the Los Angeles and Santa Lucía fields
on the Tisquirama licence respectively, and a 100% interest in the Doña María
field. In November 2007 the Company secured the extension of the Tisquirama
licence for the economic life of the fields. In April 2006 the Group acquired an
interest in two exploration blocks with an 85% interest in Midas and an 80%
interest in La Paloma. PetroLatina also owns the Río Zulia-Ayacucho pipeline in
the prolific Catatumbo basin which transports crude oil. Present
exploration/exploitation activities in this area should increase the volume of
crude oil transported resulting in an increased cash flow. Further information
is available on the Company's website (www.petrolatinaenergy.com).
This information is provided by RNS
The company news service from the London Stock Exchange
END
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