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RNS Number : 4157T Wentworth Resources PLC 20 March 2023
20 March 2023
WENTWORTH RESOURCES PLC
("Wentworth" or the "Company")
Operational and Corporate Update
Wentworth (AIM: WEN), the independent, Tanzania-focused natural gas production
company, is pleased to provide an operational and corporate update.
Operational Highlights and Outlook
· As of 12 March 2023, the Mnazi Bay operation has reported zero lost
time incidents for a period of 2,413 days (six years and 222 days)
· In 2022, the Mnazi Bay gas field attained record production levels,
reaching an average gross daily rate of 90 MMscf/d, the highest annualised
average daily production rate in the licence's history
· Current year to date daily average production is c.95.0 MMscf/day
(gross), compared with 98.1 MMscf/day (gross) for the same period in 2022
· Q1 2023 average daily production is projected to reach approximately
98.0 MMscf/day (Q1 2022: 98.5 MMscf/d)
· Production guidance for 2023 is in the range of 85-95 MMscf/d, to
take account of conditions at the Madimba gas facility and national rainfall
levels which affect hydroelectric generation
· Based on the recent perforation programme, there are indications of
additional gas production volumes; the results will be reported upon testing
completion and analysis of the results
· The Mnazi Bay Joint Venture Partners have identified a number of
leads on the Mnazi Bay licence and are evaluating the prospects as potential
drilling targets
· The Company anticipates ongoing growth and development in the
Tanzanian market supported by Mnazi Bay gas production
Financial
· Debt free with cash on hand of $32.3 million
· TPDC receivable of $4.9 million representing two months of gas sales
· Tanzania Electric Supply Company ("TANESCO") receivable of $764k
representing five months of gas sales
Corporate
· On 5 December 2022, the boards of Wentworth and M&P announced
that they had reached agreement on the terms of a recommended all cash offer
by M&P for the entire issued, and to be issued, share capital of Wentworth
(the "Acquisition")
· On 23 February 2023, the Company announced that shareholders had
approved the Acquisition at the Court Meeting and the General Meeting held on
that date
· The Acquisition remains subject to the satisfaction or waiver of the
other Conditions to the Acquisition as set out in Part III of the scheme
document posted to shareholders in connection with the Acquisition on 25
January 2023 (the "Scheme Document") and the Company expects completion in Q2
or Q3 2023
Sustainability
· An effective ESG strategy remains a top priority for Wentworth. In
2022, the Company progressed its disclosure against some of its most material
topics; detail will be included in the 2022 Sustainability Report
· As announced previously, Wentworth is in discussion with Vitol to
develop a carbon offsetting project in Tanzania involving the distribution of
clean stoves and water filters. Following the issuance of regulation in late
2022 to manage and control carbon trading in Tanzania, consultation with the
Department for Environment and Climate Change is underway to establish the
project
Katherine Roe, CEO, commented:
"I am pleased to report that we continue to deliver strong production
following a record year in 2022, ensuring a sustained, dependable supply of
natural gas which supports growth in Tanzania. I am also especially proud of
our distinguished safety record - a metric of paramount importance for the
Company.
"I want to thank the entire Wentworth team for their work which has created
significant value for shareholders over recent years. Particularly, as we work
towards realising this value in the near term through the completion of
Wentworth's acquisition by M&P, the operator and majority owner of our
sole asset, Mnazi Bay. We believe this logical combination is in the best
interests of our shareholders, wider stakeholders and of Tanzania.
"We continue to work with our in-country stakeholders to assist M&P in
achieving the required regulatory approvals."
Ends
Enquiries:
Wentworth Resources Katherine Roe, katherine.roe@wentplc.com (mailto:katherine.roe@wentplc.com)
Chief Executive Officer +44 (0) 7841 087 230
Stifel Nicolaus Europe Limited AIM Nominated Advisor and Joint Broker +44 (0) 20 7710 7600
Callum Stewart
Ashton Clanfield
Simon Mensley
Peel Hunt LLP Joint Broker +44 (0) 20 7418 8900
Richard Crichton
Georgia Langoulant
FTI Consulting Communications Advisor
Sara Powell +44 (0) 20 3727 1000
Ben Brewerton
About Wentworth Resources
Wentworth Resources plc (AIM: WEN) is a leading, domestic natural gas
producer in Tanzania with a core producing asset at Mnazi Bay in the
onshore Ruvuma Basin in Southern Tanzania.
About Wentworth Resources
Wentworth Resources plc (AIM: WEN) is a leading, domestic natural gas
producer in Tanzania with a core producing asset at Mnazi Bay in the
onshore Ruvuma Basin in Southern Tanzania.
Inside information
This announcement does not contain inside information.
Further information
This announcement is for information purposes only and is not intended to and
does not constitute, or form part of, an offer, invitation or the solicitation
of an offer of invitation to purchase or otherwise acquire, subscribe for,
sell, or otherwise dispose of, any securities or the solicitation of any vote
or approval in any jurisdiction pursuant to the Acquisition or otherwise, nor
shall there be any sale, issuance or transfer of securities of Wentworth in
any jurisdiction in contravention of applicable laws.
The Acquisition will be implemented solely pursuant to the terms of the Scheme
Document which contains the full terms and conditions of the Acquisition. Any
decision by Wentworth Shareholders in respect of, or other response to, the
Acquisition should be made only on the basis of the information contained in
the Scheme Document.
Please be aware that addresses, electronic addresses and certain other
information provided by Wentworth Shareholders, persons with information
rights and other relevant persons in connection with the receipt of
communications from Wentworth may be provided to M&P during the offer
period as required under Section 4 of Appendix 4 of the Takeover Code.
Important Notices relating to the Financial Advisers
Stifel Nicolaus Europe Limited ("Stifel"), which is authorised and regulated
by the FCA in the UK, is acting as financial adviser, nominated adviser and
corporate broker exclusively for Wentworth and no one else in connection with
the matters referred to in this announcement and will not be responsible to
anyone other than Wentworth for providing the protections afforded to its
clients or for providing advice in relation to matters referred to in this
announcement. Neither Stifel, nor any of its affiliates, owes or accepts any
duty, liability or responsibility whatsoever (whether direct or indirect,
whether in contract, in tort, under statute or otherwise) to any person who is
not a client of Stifel in connection with this announcement, any statement
contained herein or otherwise.
Peel Hunt LLP ("Peel Hunt"), which is authorised and regulated by the FCA in
the UK, is acting as corporate broker exclusively for Wentworth and no one
else in connection with the matters referred to in this announcement and will
not be responsible to anyone other than Wentworth for providing the
protections afforded to its clients or for providing advice in relation to
matters referred to in this announcement. Neither Peel Hunt, nor any of its
affiliates, owes or accepts any duty, liability or responsibility whatsoever
(whether direct or indirect, whether in contract, in tort, under statute or
otherwise) to any person who is not a client of Peel Hunt in connection with
this announcement, any statement contained herein or otherwise.
Disclosure requirements
Under Rule 8.3(a) of the Takeover Code (the "Code"), any person who is
interested in 1% or more of any class of relevant securities of an offeree
company or of any securities exchange offeror (being any offeror other than an
offeror in respect of which it has been announced that its offer is, or is
likely to be, solely in cash) must make an Opening Position Disclosure
following the commencement of the offer period and, if later, following the
announcement in which any securities exchange offeror is first identified. An
Opening Position Disclosure must contain details of the person's interests and
short positions in, and rights to subscribe for, any relevant securities of
each of (i) the offeree company and (ii) any securities exchange offeror(s).
An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be
made by no later than 3.30 pm (London time) on the 10th business day following
the commencement of the offer period and, if appropriate, by no later than
3.30 pm (London time) on the 10th business day following the announcement in
which any securities exchange offeror is first identified. Relevant persons
who deal in the relevant securities of the offeree company or of a securities
exchange offeror prior to the deadline for making an Opening Position
Disclosure must instead make a Dealing Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes, interested in 1%
or more of any class of relevant securities of the offeree company or of any
securities exchange offeror must make a Dealing Disclosure if the person deals
in any relevant securities of the offeree company or of any securities
exchange offeror. A Dealing Disclosure must contain details of the dealing
concerned and of the person's interests and short positions in, and rights to
subscribe for, any relevant securities of each of (i) the offeree company and
(ii) any securities exchange offeror(s), save to the extent that these details
have previously been disclosed under Rule 8. A Dealing Disclosure by a person
to whom Rule 8.3(b) applies must be made by no later than 3.30 pm (London
time) on the business day following the date of the relevant dealing.
If two or more persons act together pursuant to an agreement or understanding,
whether formal or informal, to acquire or control an interest in relevant
securities of an offeree company or a securities exchange offeror, they will
be deemed to be a single person for the purpose of Rule 8.3.
Opening Position Disclosures must also be made by the offeree company and by
any offeror and Dealing Disclosures must also be made by the offeree company,
by any offeror and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4).
Details of the offeree and offeror companies in respect of whose relevant
securities Opening Position Disclosures and Dealing Disclosures must be made
can be found in the Disclosure Table on the Takeover Panel's website
at www.thetakeoverpanel.org.uk (http://www.thetakeoverpanel.org.uk/) ,
including details of the number of relevant securities in issue, when the
offer period commenced and when any offeror was first identified. You should
contact the Panel's Market Surveillance Unit on +44 (0)20 7638 0129 if you are
in any doubt as to whether you are required to make an Opening Position
Disclosure or a Dealing Disclosure.
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