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RNS Number : 2422S Scirocco Energy PLC 12 July 2022
12 July 2022
Scirocco Energy plc
("Scirocco Energy" or "the Company")
Notice to Exercise Pre-emption Rights
Scirocco Energy (AIM: SCIR), the AIM investing company targeting attractive
assets within the European sustainable energy and circular economy
markets confirms that it has received formal notice from ARA Petroleum
Tanzania Limited ("APT") that it is exercising its pre-emption rights with
regards to Scirocco's proposed divestment of the Ruvuma asset ("Ruvuma") to
Wentworth Resources plc ("Wentworth") in addition to a separate letter
received from the Tanzania Petroleum Development Corporation ("TPDC") stating
that it is considering exercising its statutory rights of first refusal in
relation to the Ruvuma pursuant to Section 86(5) of the Petroleum Act 2015.
As communicated to the market by RNS on 13 June 2022, Scirocco had entered
into an asset sale agreement to divest its 25% non-operated interest in Ruvuma
to Wentworth for a total consideration of up to US$16 million, with completion
of the transaction being subject to a number of conditions, including, inter
alia, written waivers (a) from each of the Company's joint venture partners in
relation to Ruvuma, APT and Aminex plc ("Aminex") (together, the "Ruvuma
Partners"), from exercising their pre-emption rights in relation to the sale
of the Company's interest and (b) from TPDC of their rights of first refusal
in relation to the Ruvuma Asset pursuant to Section 86(5) of the Petroleum Act
2015. APT has now informed Scirocco that it is exercising its pre-emption
rights under the terms of the Joint Operating Agreement associated with
Ruvuma, dated 23 March 2006, which relate to the Company's entire interest in
Ruvuma. As noted above, TPDC have also delivered a letter to the Company
requesting a meeting to discuss the potential exercise of their statutory
right of first refusal in connection with the Company's proposed divestment of
Ruvuma.
The Company is now taking further Tanzanian legal and regulatory advice to
understand the interaction of the correspondence received and the consequences
for the proposed divestment before entering into discussions with each of APT,
TPDC and Wentworth to confirm next steps. The Company's current expectations
based on the advice received to date is that the commercial terms of the sale
of Ruvuma will be the same as those agreed with Wentworth regardless of the
exercise of pre-emption by partners or the sale being conducted to TPDC
pursuant to any exercise of their right of first refusal. A further update
will be provided in due course following completion of further discussions
Aminex, the other partner on the Ruvuma asset, continues to be entitled to
exercise its own pre-emption right up until 16 July 2022. Therefore, any new
arrangements will not be entered into until the final pre-emption position is
known and are subject to ongoing discussions with ARA, TPDC and Wentworth.
Scirocco CEO, Tom Reynolds commented "The commercial terms of the previously
announced divestment to Wentworth, which the board strongly endorsed and were
approved by Scirocco's shareholders, will remain unchanged as a result of
these developments. Current expectations based on local advice received are
that these apply to any disposal regardless of counterparty. Scirocco and its
advisers will work with all parties to deliver a timely completion of the
transaction."
Inside Information
The information contained within this announcement is deemed by Scirocco to
constitute inside information as stipulated under the Market Abuse Regulation
(EU) no. 596/2014 ("MAR"). On the publication of this announcement via
a Regulatory Information Service ("RIS"), this inside information is now
considered to be in the public domain.
For further information:
Scirocco Energy plc +44 (0) 20 7466 5000
Tom Reynolds, CEO
Doug Rycroft, COO
Strand Hanson Limited, Nominated Adviser +44 (0) 20 7409 3494
Ritchie Balmer / James Spinney / Rory Murphy
WH Ireland Limited, Broker +44 (0) 207 220 1666
Harry Ansell / Katy Mitchell
Buchanan, Financial PR +44 (0) 20 7466 5000
Ben Romney / Jon Krinks
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