REG - Lansdowne Oil & Gas - Posting of Circular and Notice of General Meeting

Lansdowne Oil & GasAnnouncement

08/12/2023 17:00

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RNS Number : 2371W  Lansdowne Oil & Gas plc  08 December 2023

 

8 December 2023

Lansdowne Oil & Gas plc

("Lansdowne" or the "Company")

Posting of Circular and Notice of General Meeting

 

Further to the announcement on 6 December 2023 (the "Placing Announcement")
regarding the Firm and Conditional Placing to raise £200,000, the Company
today announces that it has published a shareholder circular (the "Circular")
and notice of general meeting (the "General Meeting") for the purpose of
proposing a vote in relation to certain resolutions (the "Resolutions"). The
detailed reasons for and background to the Resolutions are set out in the
Circular, which will be posted on the Company's website later today and posted
to shareholders early next week.

 

Capitalised terms used in this announcement have the meaning given in the
Placing Announcement unless the context requires otherwise or as otherwise
defined herein.

 

The General Meeting of Lansdowne Oil & Gas PLC is to be held at the
offices of Tavira Financial Ltd., 13th Floor, 88 Wood Street, London EC2V on
29(th) December at 10.00 a.m.

The Form of Proxy for use in connection with the General Meeting should be
completed and returned in accordance with the instructions thereon so as to be
received by the Company's registrars, Computershare Investor Services
(Ireland) Limited, 3100 Lake Drive, Citywest Business Campus, Dublin 24, D24
AK82, Ireland by no later than 10.00 a.m. on 27 December 2023.

Completion and return of a Form of Proxy will not preclude Shareholders from
attending and voting in person at the General Meeting should they so wish.

In the Placing Announcement, it was reported that LC Capital would be issued
with 3,278,000 LC Warrants over unissued New Ordinary Shares in connection
with the Conditional Placing.  This should have noted that LC Capital would
be issued with 4,768,000 LC Warrants over unissued New Ordinary Shares in
connection with the Conditional Placing.  The aggregate number of warrants LC
will hold following the issue of the LC Warrants will be 41,529,826, as
reported in the Placing Announcement.

 

Recommendation

The Directors consider the passing of the Resolutions to be in the best
interests of the Company and its Shareholders as a whole. The Directors wish
to raise additional working capital by completing the Conditional Placing and
in the future an equity fundraising may be required at short notice to raise
further capital to allow the Company to continue as a going concern in the
event of such additional working capital being available on terms acceptable
to the Directors.  Accordingly, the Directors unanimously recommend that all
Shareholders vote in favour of the Resolutions, as they intend to do, or
procure to be done, in respect of their own beneficial shareholdings, being at
the Latest Practicable Date, in aggregate, 10,229,279 Ordinary Shares,
representing approximately 0.86 per cent. of the existing issued Ordinary
Share capital. In addition, LC Capital has indicated that it intends to vote
in favour of the Resolutions in respect of its holdings of 171,241,938
Ordinary Shares representing 14.35% of the existing issued Ordinary Share
capital.

 

 

 

Timetable

 

 Date of publication of the Circular                                             8 December 2023
 Admission and commencement of dealings in the Firm Placing Shares on AIM        12 December 2023
 CREST accounts to be credited for the Firm Placing Shares to be held in         12 December 2023
 uncertificated form
 Dispatch of definitive share certificates for applicable Firm Placing Shares    No later than 14 days following the date of Firm Placing Admission
 to be held in certificated form
 Latest time and date for receipt of Forms of Proxy                              10.00 a.m. on 27 December 2023
 Vote entitlement record date                                                    6.00 p.m. on 27 December 2023
 General Meeting                                                                 10.00 a.m. on 29 December 2023
 Announcement of results of the General Meeting                                  29 December 2023
 Record date for the Share Capital Reorganisation                                6.00 p.m. on 29 December 2023
 Admission and commencement of dealings in the New Ordinary Shares (including    8.00 a.m. on 2 January 2024
 the Conditional Placing Shares) on AIM
 CREST accounts to be credited for the Conditional Placing Shares to be held in  2 January 2023
 uncertificated form
 Dispatch of definitive share certificates for applicable Conditional Placing    No later than 14 days following the date of Admission
 Shares to be held in certificated form

 

For further information please contact:

 Lansdowne Oil & Gas plc             +353 1 963 1760
 Steve Boldy

 SP Angel Corporate Finance LLP      +44 (0) 20 3470 0470
 Nominated Adviser and Joint Broker
 Stuart Gledhill
 Richard Hail

 Charlie Bouverat

 Tavira Financial Limited            +44 (0) 20 3192 1739
 Joint Broker
 Oliver Stansfield

 

 

Notes to editors:

 

About Lansdowne

Lansdowne Oil & Gas (LOGP.LN) is an oil and gas exploration and appraisal
company, focused on the North Celtic Sea and  quoted on the AIM market and
head quartered in Dublin.

In May 2023 the application for a Lease Undertaking for the Barryroe Field, in
which Lansdowne held a 20% interest, was refused by the Irish Department of
the Environment, Climate and Communications.

In June 2023 Lansdowne announced the commencement of action under the
Arbitration Process of the Energy Charter Treaty.

Since 20 September 2023, Lansdowne has been designated a "Cash-Shell" under
AIM Rule 15.

 

 

For more information on Lansdowne, please refer to www.lansdowneoilandgas.com
(http://www.lansdowneoilandgas.com) .

 

 

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