TIDMENQ
RNS Number : 7290D
EnQuest PLC
30 June 2021
NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED
STATES, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR ANY OTHER
JURISDICTION WHERE TO DO SO WOULD BREACH ANY APPLICABLE LAW OR
REGULATION. PLEASE SEE THE IMPORTANT NOTICE AT THE OF THIS
ANNOUNCEMENT.
THIS ANNOUNCEMENT IS AN ADVERTISEMENT AND DOES NOT CONSTITUTE A
PROSPECTUS OR PROSPECTUS EQUIVALENT DOCUMENT. NOTHING HEREIN SHALL
BE CONSTRUED AS AN OFFER, INVITATION OR RECOMMATION TO PURCHASE,
SELL OR SUBSCRIBE FOR ANY SECURITIES IN ANY JURISDICTION AND
NEITHER THIS ANNOUNCEMENT NOR ANYTHING CONTAINED HEREIN SHALL FORM
THE BASIS OF OR BE RELIED UPON IN CONNECTION WITH, OR ACT AS AN
INDUCEMENT TO ENTER INTO, ANY INVESTMENT ACTIVITY.
ANY DECISION TO PURCHASE, SUBSCRIBE FOR, OTHERWISE ACQUIRE, SELL
OR OTHERWISE DISPOSE OF ANY SECURITIES REFERRED TO IN THIS
ANNOUNCEMENT MUST BE MADE SOLELY ON THE BASIS OF THE INFORMATION
THAT IS CONTAINED IN AND INCORPORATED BY REFERENCE INTO THE
COMBINED CIRCULAR AND PROSPECTUS AVAILABLE, SUBJECT TO CERTAIN
EXCEPTIONS, ON THE COMPANY'S WEBSITE, WWW.ENQUEST.COM.
30 June 2021
EnQUEST PLC
Publication of a Combined Circular and Prospectus (the
"Prospectus")
Further to the announcement earlier today relating to the
proposed Firm Placing, Placing and Open Offer to part finance the
proposed acquisition of a 26.69% non-operated equity interest in
the Golden Eagle Area Development (the "Capital Raising
Announcement"), EnQuest PLC ("EnQuest", or the "Company") is
pleased to announce that the Prospectus has been approved by the
Financial Conduct Authority and has been published. The Prospectus
contains a notice convening a general meeting to be held at 9.30
a.m (BST) on 23 July 2021.
Defined terms in this announcement shall have the meaning
ascribed to them in the Capital Raising Announcement unless
otherwise specified.
A copy of the Prospectus will be submitted to the National
Storage Mechanism and will shortly be available for inspection at
https://data.fca.org.uk/#/nsm/nationalstoragemechanism . The
Prospectus will also be available on the Company's website at:
https://www.enquest.com , subject to certain exceptions.
For the purposes of Swedish regulations, the agenda of the
general meeting is provided below:
-- Resolution 1 - Approval of the Acquisition
-- Resolution 2 - Authorise directors to allot shares
-- Resolution 3 - Authorise disapplication of pre-emption rights
-- Resolution 4 - Authorise related party transaction in
relation to the proposed participation of Double A Limited in the
Firm Placing and Placing
-- Resolution 5- Authorise related party transaction in relation
to the proposed participation of Double A Limited in the Second
Lien Financing
EnQuest PLC Tel: +44 (0)20 7925 4900
Amjad Bseisu (Chief Executive)
Jonathan Swinney (Chief Financial Officer)
Ian Wood (Head of Communications & Investor Relations)
Jonathan Edwards (Senior Investor Relations & Communications
Manager)
J.P. Morgan Cazenove Tel: +44 (0)20 7742 4000
Jamie Riddell
Barry Meyers
Fraser Jamieson
Tulchan Communications Tel: +44 (0)20 7353 4200
Martin Robinson
Martin Pengelley
Harry Cameron
Link Group Tel: +44 (0)371 664 0300
Computershare Sweden Tel: +46 771 24 64 00
Detailed timetable
Record Date for entitlements under the Open 6.00 p.m. on 28 June
Offer 2021
Announcement of the Capital Raising 7.00 a.m. on 30 June
2021
Announcement of the results of the Firm 30 June 2021
Placing & Placing
Publication of prospectus and posting of 30 June 2021
prospectus and Application Forms
Ex-entitlement date for the Open Offer 1 July 2021
Open Offer Entitlements credited to stock As soon as practicable
accounts in CREST of Qualifying CREST Shareholders after 8.00 a.m. on
1 July 2021
Latest recommended time and date for requesting 4.30 p.m. on 16 July
withdrawal of Open Offer Entitlements from 2021
CREST
Latest recommended time and date for depositing 3.00 p.m. on 19 July
Open Offer Entitlements into CREST 2021
Latest time and date for splitting Application 3.00 p.m. on 20 July
Forms (to satisfy bona fide market claims) 2021
Latest time and date for receipt of Forms 9.30 a.m. on 21 July
of Proxy or submission of proxy appointments 2021
electronically
Latest time and date for receipt of completed 11.00 a.m. on 22
Application Forms and payment in full under July 2021
the Open Offer or settlement of relevant
CREST instructions (as appropriate)
General Meeting 9.30 a.m. on 23 July
2021
Announcement of the results of the General 23 July 2021
Meeting and Capital Raising
Admission and commencement of dealings in 8.00 a.m. on 26 July
respect of New Ordinary Shares and CREST 2021
stock accounts credited in respect of New
Ordinary Shares on the London Stock Exchange
Despatch of share certificates in respect on or around 6 August
of New Ordinary Shares in certificated form 2021
Expected date of Completion September 2021
Cancellation of the listing of the Ordinary 8.00 a.m. on the
Shares on the LSE date
of Completion
Re-admission of the Ordinary Shares 8.00 a.m. on the
date
of Completion
IMPORTANT INFORMATION
This announcement has been issued by and is the sole
responsibility of the Company. The information contained in this
announcement is for background purposes only and does not purport
to be full or complete. This announcement is not a prospectus or
prospectus equivalent but an advertisement and investors should not
subscribe for, or otherwise purchase, acquire, sell or dispose of
any of the securities referred to in this announcement except on
the basis of the information contained in the Prospectus.
No reliance may or should be placed by any person for any
purpose whatsoever on the information contained in this
announcement or on its accuracy or completeness. The information in
this announcement is subject to change. Neither this announcement
nor anything contained in it shall form the basis of, or be relied
upon in conjunction with, any offer or commitment whatsoever in any
jurisdiction. Investors should not acquire any New Ordinary Shares
referred to in this announcement except on the basis of the
information contained in the Prospectus.
The Prospectus will be available on the Company's website,
provided that the Prospectus will not, subject to certain
exceptions, be available to certain Shareholders in certain
restricted or excluded territories. The Prospectus gives further
details of the Capital Raising.
This announcement is for information purposes only and is not
intended and does not constitute or form part of any offer or
invitation to purchase or subscribe for, or any solicitation to
purchase or subscribe for, any securities of the Company in any
jurisdiction. No offer or invitation to purchase or subscribe for,
or any solicitation to purchase or subscribe for the New Ordinary
Shares will be made in any jurisdiction in which such an offer or
solicitation is unlawful. The information contained in this
announcement is not for release, publication or distribution to
persons in the United States or any Excluded Territory, and should
not be distributed, forwarded to or transmitted in or into any
jurisdiction, where to do so might constitute a violation of local
securities laws or regulations.
This announcement or any part of it does not constitute or form
part of any offer to issue or sell, or the solicitation of an offer
to acquire, purchase or subscribe for, any securities in the United
States or any Excluded Territory. No public offering of securities
is being made in any such jurisdiction.
The securities referred to herein have not been and will not be
registered under the US Securities Act of 1933, as amended (the
"Securities Act"), or under the securities laws or with any
securities regulatory authority of any state or other jurisdiction
of the United States, and accordingly may not be offered, sold,
pledged or transferred, directly or indirectly, in, into or within
the United States. There is no intention to register any portion of
any offering in the United States or to conduct a public offering
of securities in the United States.
The distribution of this announcement in and the offering of the
New Ordinary Shares in certain jurisdictions may be restricted by
law. No action has been taken by the Company, J.P Morgan Cazenove
or any of their respective affiliates that would permit an offer of
the New Ordinary Shares or possession or distribution of this
announcement or any other offering or publicity material relating
to the New Ordinary Shares in any jurisdiction where action for
that purpose is required. Persons into whose possession this
announcement comes are required by the Company and J.P. Morgan
Cazenove to inform themselves about and to observe any such
restrictions. Any failure to comply with this restriction may
constitute a violation of the securities laws of such
jurisdictions.
J.P. Morgan Securities plc (which conducts its UK investment
banking activities as J.P. Morgan Cazenove) is authorised by the
Prudential Regulation Authority (the " PRA " ) and regulated in the
United Kingdom by the Financial Conduct Authority and the PRA. J.P.
Morgan Cazenove is acting exclusively for the Company and no one
else in connection with the Transaction or any other matter
referred to in this announcement and will not be responsible to
anyone other than the Company for providing the protections
afforded its clients nor for providing advice in relation to the
Transaction or any other matter referred to in this
announcement.
Save for the responsibilities and liabilities, if any, which may
be imposed on J.P. Morgan Cazenove by FSMA or by the regulatory
regime established under FSMA, neither J.P. Morgan Cazenove nor any
of its affiliates, directors, officers, employees, agents or
advisers accepts any duty, liability or responsibility whatsoever
(whether direct or indirect) to any person for, or makes any
representation or warranty, express or implied, as to the contents
of this announcement, including its accuracy, completeness,
sufficiency or verification, or for any other statement made or
purported to be made by or on its behalf in connection with the
Company, the New Ordinary Shares or the Capital Raising and nothing
in this announcement will be relied upon as a promise or
representation in this respect, whether or not as to the past,
present or future. J.P. Morgan Cazenove and each of its affiliates,
directors, officers, employees, agents or advisers accordingly
disclaim, to the fullest extent permitted by law, all and any duty,
liability and responsibility whatsoever, whether direct or
indirect, whether arising in tort, contract, under statute or
otherwise (save as referred to above) in respect of this
announcement or any such statement or otherwise.
This announcement does not constitute a recommendation
concerning any investor's options with respect to the Capital
Raising. Any decision to participate in the Capital Raising must be
made solely on the basis of the Prospectus published by the
Company. Past performance is no guide to future performance. The
contents of this announcement are not to be construed as legal,
business, financial or tax advice. Each Shareholder or prospective
investor should consult his, her or its own legal adviser, business
adviser, financial adviser or tax adviser for legal, financial,
business or tax advice.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this announcement.
Information to Distributors
Solely for the purposes of the product governance requirements
contained within of Chapter 3 of the FCA Handbook Production
Intervention and Product Governance Sourcebook (the "UK Product
Governance Requirements"), and disclaiming all and any liability,
whether arising in tort, contract or otherwise, which any
"manufacturer" (for the purposes of the UK Product Governance
Requirements) may otherwise have with respect thereto, the New
Ordinary Shares have been subject to a product approval process,
which has determined that such securities are: (i) compatible with
an end target market of investors who meet the criteria of retail
investors and investors who meet the criteria of professional
clients and eligible counterparties, each as defined in paragraph 3
of the FCA Handbook Conduct of Business Sourcebook; and (ii)
eligible for distribution through all distribution channels (the
"Target Market Assessment"). Notwithstanding the Target Market
Assessment, distributors (for the purposes of UK Product Governance
Requirements) should note that: (a) the price of the New Ordinary
Shares may decline and investors could lose all or part of their
investment; (b) the New Ordinary Shares offer no guaranteed income
and no capital protection; and (c) an investment in the New
Ordinary Shares is compatible only with investors who do not need a
guaranteed income or capital protection, who (either alone or in
conjunction with an appropriate financial or other adviser) are
capable of evaluating the merits and risks of such an investment
and who have sufficient resources to be able to bear any losses
that may result therefrom. The Target Market Assessment is without
prejudice to the requirements of any contractual, legal or
regulatory selling restrictions in relation to the Capital Raising.
Furthermore, it is noted that, notwithstanding the Target Market
Assessment, J.P. Morgan Cazenove will only procure investors who
meet the criteria of professional clients and eligible
counterparties.
For the avoidance of doubt, the Target Market Assessment does
not constitute: (a) an assessment of suitability or appropriateness
for the purposes of Chapter 9A or 10A respectively of the FCA
Handbook Conduct of Business Sourcebook; or (b) a recommendation to
any investor or group of investors to invest in, or purchase, or
take any other action whatsoever with respect to the New Ordinary
Shares.
Each distributor is responsible for undertaking its own target
market assessment in respect of the New Ordinary Shares and
determining appropriate distribution channels.
This information is provided by RNS, the news service of the
London Stock Exchange. RNS is approved by the Financial Conduct
Authority to act as a Primary Information Provider in the United
Kingdom. Terms and conditions relating to the use and distribution
of this information may apply. For further information, please
contact rns@lseg.com or visit www.rns.com.
RNS may use your IP address to confirm compliance with the terms
and conditions, to analyse how you engage with the information
contained in this communication, and to share such analysis on an
anonymised basis with others as part of our commercial services.
For further information about how RNS and the London Stock Exchange
use the personal data you provide us, please see our Privacy
Policy.
END
PDIWPURUQUPGGQU
(END) Dow Jones Newswires
June 30, 2021 12:12 ET (16:12 GMT)
Enquest (LSE:ENQ)
Gráfica de Acción Histórica
De Mar 2024 a Abr 2024
Enquest (LSE:ENQ)
Gráfica de Acción Histórica
De Abr 2023 a Abr 2024