San Leon Energy PLC Further extension of Conditional Payment Waiver (2323A)
February 01 2022 - 1:59AM
UK Regulatory
TIDMSLE
RNS Number : 2323A
San Leon Energy PLC
01 February 2022
1 February 2022
San Leon Energy plc
("San Leon" or the "Company")
Further extension of the Conditional Payment Waiver in relation
to the MLPL Loan Notes
San Leon, the independent oil and gas production, development
and exploration company focused on Nigeria, provides the following
update regarding the outstanding loan notes due from Midwestern
Leon Petroleum Limited ("MLPL") (the "Loan Notes").
Further to the announcement on 4 January 2022, San Leon has
agreed with MLPL, Midwestern and Martwestern (as defined below) to
a further extension of the Conditional Payment Waiver to 28
February 2022 or, if sooner, the termination of discussions or the
signing of an agreement to effect the Potential Transaction, as
defined below (but otherwise on the same terms as announced on 7
July 20 21), in relation to three instalments that were originally
due to be repaid on 5 July 2021, 30 September 2021 and 31 December
2021 (the "Extended Conditional Payment Waiver") . Interest
continues to accrue on the principal amounts waived whilst the
Extended Conditional Payment Waiver is in effect. As at 31 January
2022, the Extended Conditional Payment Waiver relates to US$100.4
million, being a principal amount due of US$82.2 million and total
accrued interest due of US$18.2 million, which will be payable 90
days after such expiry, save for, inter alia, if there is an event
of default.
MLPL is part of the structure through which San Leon holds its
current 10.58% indirect economic interest in OML 18. San Leon
currently has a 40% equity interest in MLPL with the remaining
interest in MLPL being owned by Midwestern Oil and Gas Company
Limited ("Midwestern"). Midwestern is also the guarantor of the
Loan Notes. MLPL has a 100% equity investment in Martwestern Energy
Limited ("Martwestern"), which in turn has a 98% economic interest
in Eroton Exploration and Production Company Limited ("Eroton"),
which currently holds a 27% working interest in OML 18 and is its
operator.
On 24 June 2021, San Leon announced that, inter alia, the
Company was in preliminary discussions with Midwestern in relation
to a transaction to reorganize Midwestern's holdings in the Company
and MLPL into a single holding in the Company, through the transfer
to the Company of the 60% equity interest in MLPL that it does not
currently own (the "Potential Transaction"). It was also announced
that it is expected that, inter alia, as part of the Potential
Transaction, the amounts owed to San Leon by MLPL pursuant to the
Loan Notes will be taken into account in the overall structure and
eliminated from the resulting structure. On 24 December 2021, San
Leon provided a further update on the Potential Transaction, which
would be classified as a reverse takeover pursuant to the AIM Rules
for Companies (the "AIM Rules").
Related party transaction disclosure
Midwestern and MLPL are related parties of the Company for the
purposes of the AIM Rules by virtue of Midwestern holding more than
10% of the existing Ordinary Shares in the Company and the level of
Midwestern's current interest in MLPL. The Extended Conditional
Payment Waiver is therefore a related party transaction under the
AIM Rules. The Directors of San Leon (excluding Adekolapo Ademola
who is not considered to be independent as he is a representative
of Midwestern on the Company's board) consider, having consulted
with the Company's nominated adviser, Allenby Capital Limited, that
the terms of the Extended Conditional Payment Waiver are fair and
reasonable insofar as the Company's shareholders are concerned.
Enquiries:
San Leon Energy plc +353 1291 6292
Oisin Fanning, Chief Executive
Julian Tedder, Chief Financial Officer
Allenby Capital Limited
(Nominated adviser and joint broker to the Company) +44 20 3328 5656
Nick Naylor
Alex Brearley
Vivek Bhardwaj
Panmure Gordon & Co
(Joint broker to the Company) +44 20 7886 2500
Nick Lovering
James Sinclair-Ford
Tavistock
(Financial Public Relations) +44 20 7920 3150
Nick Elwes
Simon Hudson
Plunkett Public Relations +353 1 230 3781
Sharon Plunkett
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