SDX Energy PLC Disposal of shares in SDX Energy Inc. (2239A)
May 28 2019 - 2:01AM
UK Regulatory
TIDMSDX
RNS Number : 2239A
SDX Energy PLC
28 May 2019
SDX SPV Limited announces disposal of shares in SDX Energy Inc.
and corresponding acquisition of shares in SDX Energy plc in
connection with Canadian court-approved plan of arrangement
London, United Kingdom - May 28, 2019: SDX SPV Limited announces
disposal of common shares in capital of SDX Energy Inc. ("SDX
Canada") and the concurrent acquisition by SDX SPV Limited of
ordinary shares of SDX Energy plc ("SDX UK"), pursuant to a plan of
arrangement under the Canada Business Corporations Act (the
"Arrangement").
On May 27, 2019, pursuant to the Arrangement, among other
things, holders of the common shares of SDX Canada ("SDX Canada
Shares") exchanged their common shares for ordinary shares of SDX
UK ("SDX UK Shares") on a one-for-one basis.
Immediately prior to the effective time of the Arrangement, SDX
SPV Limited held 39,876,803 SDX Canada Shares. Upon the Arrangement
becoming effective, SDX SPV Limited disposed of its SDX Canada
Shares and acquired 39,876,803 SDX UK Shares.
Based on SDX Canada's disclosure, there were 204,723,041 issued
and outstanding SDX Canada Shares as at May 17, 2019 and the SDX
Canada Shares held by SDX SPV Limited represented approximately
19.48% of such issued and outstanding shares. Following completion
of the Arrangement, SDX SPV Limited no longer holds any SDX Canada
Shares; however, based on there being 204,723,041 issued and
outstanding SDX UK Shares immediately upon completion of the
Arrangement, the SDX UK Shares held by SDX SPV Limited represent
approximately 19.48% of such issued and outstanding shares.
The SDX UK Shares issued to SDX SPV Limited pursuant to the
Arrangement were issued in exchange for SDX Canada Shares
previously held by SDX SPV Limited, without payment or receipt of
any additional consideration.
The SDX Canada Shares were delisted from the TSX Venture
Exchange on May 24, 2019. SDX Canada has submitted an application
with the Alberta Securities Commission, as principal regulator, and
with the Ontario Securities Commission, to cease to be a reporting
issuer in each of British Columbia, Alberta, Saskatchewan,
Manitoba, Ontario, New Brunswick, Nova Scotia, Prince Edward Island
and Newfoundland and Labrador.
SDX SPV Limited does not have any present plans or intentions
that relate to or would result in a future increase or decrease in
its ownership, control or direction over the SDX UK Shares.
For further information, include a copy of the corresponding
report filed with the applicable Canadian securities regulators,
see contact information below:
Carolyn Ang
+971 2 6677343
SDX SPV Limited is an investment vehicle incorporated in the
Cayman Islands. Its registered office is located at:
SDX SPV Limited
PO Box 309
Ugland House
Grand Cayman KY1-1104
Cayman Islands
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
END
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May 28, 2019 02:01 ET (06:01 GMT)
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