REG - Argos Resources Ltd - Update on Disposal and Board Changes

Argos ResourcesAnnouncement

25/08/2023 07:00

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RNS Number : 4005K  Argos Resources Ltd  25 August 2023

 

25 August 2023

 

ARGOS RESOURCES LIMITED

("Argos" or "the Company")

 

Update on Disposal and Board Changes

 

Argos Resources Limited (AIM: ARG.L), provides an update on the proposed
disposal of the Company's PL001 Production Licence interests in the North
Falkland Basin to JHI Associates Inc. ("JHI").

On 3 May 2023, Argos announced that it had entered into a Licence Acquisition
Agreement ("LAA") with JHI, pursuant to which JHI would acquire Argos' PL001
Production Licence interests in the North Falkland Basin (the "Licence") in
return for consideration primarily comprising new JHI Common Shares (the
"Disposal").  Assuming completion of the LAA, the Company's sole asset would
be a holding in JHI Common Shares and in this scenario the Directors believed
that it would be in the best interests of the Company and its shareholders to
seek shareholder approval for cancellation of the admission of the Ordinary
Shares to trading on AIM ("Cancellation"). The Disposal and the Cancellation
were approved by Argos' shareholders at a general meeting of the Company held
on 26 May 2023.

On 18 August 2023, the Company announced that to provide additional time for
receipt of the required consent to the transfer of the Licence, Argos and JHI
had signed an addendum to the LAA to extend the long stop date for completion
to 30 September 2023.

 

The Company also confirmed that the Board intends to seek shareholder approval
for the Company to be wound up and a liquidator appointed ahead of the
Cancellation, conditional on the LAA completing.

 

Board Changes

In the Company's circular dated 3 May 2023 (the "Circular"), it was
anticipated that the non-executive directors of the Company would resign as
directors of the Company shortly after the Cancellation was effective.  As
the Company now intends to seek shareholder approval for the Company to be
wound up and a liquidator appointed ahead of the Cancellation, the Company
confirms that Dennis Carlton, Christopher Fleming and James Ragg have all
resigned as non-executive directors of the Company with immediate effect.

 

Ian Thomson (Executive Chairman), John Hogan (Managing Director), and Andrew
Irvine (Finance Director) intend to remain as directors of the Company for the
purposes of placing the Company into members voluntary liquidations, subject
to the required shareholder approval being obtained, completion of the LAA and
the Cancellation occurring.

 

General Meeting

The Company will set out further details of its intention for the Company to
be wound up and a liquidator appointed in a circular and notice of meeting to
convene the general meeting, which is expected to be posted to shareholders on
or around 31 August 2023.

 

Suspension of Trading

Trading in the Company's ordinary shares on AIM was suspended on 3 July 2023
("Suspension") and the Suspension is expected to remain in place until
Cancellation occurs.  The Company will continue to make announcements in
accordance with its obligations under the AIM Rules.

Further details on the Disposal and Cancellation are set out in the Circular,
which is available on the Company's website www.argosresources.com
(http://www.argosresources.com/) .

 

For further information:

 

Argos Resources Limited (+500 22685)

www.argosresources.com

Ian Thomson, Chairman

John Hogan, Managing Director

 

Cenkos Securities PLC

Neil McDonald (+44 131 220 6939)

Derrick Lee (+44 131 220 9100)

 

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