REG - Egdon Resources PLC - Scheme Of Arrangement Becomes Effective

Egdon ResourcesAnnouncement

15/09/2023 07:30

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RNS Number : 5843M  Egdon Resources PLC  15 September 2023

THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE
OR FORM PART OF ANY OFFER OR INVITATION TO SELL OR ISSUE, OR ANY SOLICITATION
OF AN OFFER TO PURCHASE OR SUBSCRIBE FOR, ANY SECURITIES.

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR
TO ANY PERSON LOCATED OR RESIDENT IN, ANY JURISDICTION WHERE IT IS UNLAWFUL TO
RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

 

RECOMMENDED ACQUISITION OF

EGDON RESOURCES PLC ("Egdon" or the "Company")

by

PETRICHOR PARTNERS, LP ("Petrichor")

Scheme of Arrangement Becomes Effective

 

On 17 May 2023, the board of Egdon announced that they had reached agreement
regarding the terms of a recommended all cash acquisition for the entire
issued and to be issued ordinary share capital of Egdon (other than those
shares already owned by or on behalf of Petrichor) (the "Acquisition")
pursuant to a Court-sanctioned scheme of arrangement of Egdon under Part 26 of
the Companies Act 2006 (the "Scheme").

The scheme document in relation to the Scheme was published on 8 June 2023
(the "Scheme Document"). The Company announced on 12 September 2023 that the
High Court of Justice had sanctioned the Scheme at the Court Sanction Hearing
held earlier on the same date.

Egdon is pleased to announce that following the delivery of a copy of the
Court Order to the Registrar of Companies today, the Scheme has now become
effective in accordance with its terms.

Capitalised terms used in this announcement, unless otherwise defined, have
the same meanings as set out in the Scheme Document, a copy of which is
available, subject to certain restrictions relating to persons in Restricted
Jurisdictions, on the Company's website.

 

Settlement

 

Scheme Shareholders on the register of members of Egdon at the Scheme Record
Time, being 6.00 p.m. on 14 September 2023, will be entitled to receive 4.5
pence in cash for each Scheme Share held.

 

Settlement of the consideration to which any Egdon Shareholder is entitled in
respect of the Acquisition will be effected within 14 days of this
announcement, being 29 September 2023.

 

Suspension of trading and cancellation of admission to trading on AIM

 

Dealings in Egdon Shares on AIM were suspended with effect from 7.30 a.m.
today. An application has been made to the London Stock Exchange for the
de-listing and cancellation of admission to trading of the Egdon Shares on
AIM, which is expected to take effect at or around 7.00 a.m. on 18 September
2023.

Egdon is no longer in an "Offer Period" as defined in the Takeover Code and
accordingly the dealing disclosure requirements previously notified to Egdon
Shareholders no longer apply.

For further information, please contact:

 Egdon Resources Plc                                           Tel +44 1256 702292

 Mark Abbott
 VSA Capital Limited                                           Tel +44 203 005 5000

 Financial Adviser, Joint Broker and Rule 3 Adviser to Egdon

 Andrew Raca and Matthew Harker (Corporate Finance)
 WH Ireland Limited                                             Tel +44 207 220 1666

 Nominated Adviser and Joint Broker to Egdon

 Antonio Bossi and James Bavister

 

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