San Leon Energy PLC Further extension of Conditional Payment Waiver (8056N)
01 Octubre 2021 - 10:30AM
UK Regulatory
TIDMSLE
RNS Number : 8056N
San Leon Energy PLC
01 October 2021
1 October 2021
San Leon Energy plc
("San Leon" or the "Company")
Further extension of the Conditional Payment Waiver in relation
to the MLPL Loan Notes
San Leon, the independent oil and gas production, development
and exploration company focused on Nigeria, provides the following
update regarding the outstanding loan notes due from Midwestern
Leon Petroleum Limited ("MLPL") (the "Loan Notes").
Further to the announcement on 20 September 2021, San Leon has
agreed with MLPL, Midwestern and Martwestern to a further extension
of the Conditional Payment Waiver, as described and defined below,
to the end of October 2021 or, if sooner, the termination of
discussions or the signing of an agreement to effect the Potential
Transaction (but otherwise on the same terms as announced on 7 July
2021), in conjunction with an additional waiver on the same terms
of Midwestern's obligations to make payment on 30 September 2021 of
an amount equal to US$ 30,212,730 million (collectively the
"Extended Conditional Payment Waiver"). The sums to which the
Extended Conditional Payment Waiver relates (and those falling due
within 30 days after the expiry of the Extended Conditional Payment
Waiver) will be payable 90 days after such expiry, save for, inter
alia, if there is an event of default.
Background
As previously announced by San Leon, during the course of this
year San Leon was due to receive the final repayments of the Loan
Notes which total over US$98 million. The repayments are due in
three equal instalments, commencing in July 2021 and completing by
December 2021.
MLPL is part of the structure through which San Leon holds its
current 10.58% indirect economic interest in OML 18. San Leon
currently has a 40% equity interest in MLPL with the remaining
interest in MLPL being owned by Midwestern Oil and Gas Company
Limited ("Midwestern"). Midwestern is also the guarantor of the
Loan Notes. MLPL has a 100% equity investment in Martwestern Energy
Limited ("Martwestern"), which in turn has a 98% economic interest
in Eroton Exploration and Production Company Limited ("Eroton"),
which holds a 27% working interest in OML 18 and is its
operator.
On 24 June 2021, San Leon announced that, inter alia, the
Company was in preliminary discussions with Midwestern in relation
to a transaction to reorganize Midwestern's holdings in the Company
and MLPL into a single holding in the Company, through the transfer
to the Company of the 60% equity interest in MLPL that it does not
currently own (the "Potential Transaction"). It was also announced
that it is expected that, inter alia, as part of the Potential
Transaction, the amounts owed to San Leon by MLPL pursuant to the
Loan Notes will be taken into account in the overall structure and
eliminated from the resulting structure.
On 7 July 2021, San Leon agreed with MLPL, Midwestern and
Martwestern to a conditional payment waiver in respect of the
repayment of approximately US$32 million of MLPL's Loan Notes and
interest that fell due on 5 July (the "Conditional Payment
Waiver"). As part of the terms to the agreement, the Conditional
Payment Waiver was to expire at the end of August 2021 or, if
sooner, the termination of discussions or the signing of an
agreement to effect the Potential Transaction, and interest will
accrue on this installment of the Loan Notes over this period. The
sums to which the Conditional Payment Waiver relates (and those
falling due within 30 days after the expiry of the Conditional
Payment Waiver) will be payable 90 days after such expiry, save
for, inter alia, if there is an event of default. On 20 September
2021, the Conditional Payment Waiver was extended to expire on 30
September 2021 under the same terms as announced on 7 July
2021.
Related party transaction disclosure
Midwestern and MLPL are related parties of the Company for the
purposes of the AIM Rules by virtue of Midwestern holding more than
10% of the existing Ordinary Shares in the Company and the level of
Midwestern's current interest in MLPL . The Extended Conditional
Payment Waiver is therefore a related party transaction under the
AIM Rules. The Directors of San Leon (excluding Adekolapo Ademola
who is not considered to be independent as he is a representative
of Midwestern on the Company's board ) consider, having consulted
with the Company's nominated adviser, Allenby Capital Limited, that
the terms of the Extended Conditional Waiver are fair and
reasonable insofar as the Company's shareholders are concerned.
Enquiries:
San Leon Energy plc +353 1291 6292
Oisin Fanning, Chief Executive
Allenby Capital Limited
(Nominated adviser and joint broker to the Company) +44 20 3328 5656
Nick Naylor
Alex Brearley
Vivek Bhardwaj
Panmure Gordon & Co
(Joint broker to the Company) +44 20 7886 2500
Nick Lovering
James Sinclair-Ford
Brandon Hill Capital Limited
(Joint broker to the Company) +44 20 3463 5000
Oliver Stansfield
Jonathan Evans
Tavistock
(Financial Public Relations) +44 20 7920 3150
Nick Elwes
Simon Hudson
Plunkett Public Relations +353 1 230 3781
Sharon Plunkett
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