RE: Nice10 Dec 2020 14:15
24th feb rns
Details of the Agreement
Completion of the transaction is conditional upon the consent of the Nigerian Minister of Petroleum Resources for the transfer of the interest from EER to ADM. Subject to completion, ADM will acquire 25% of the interests, rights and obligations held by EER in the Block such that, on completion, ADM's participating interest will increase to 4.9% with corresponding revenue and cost bearing interests increasing to 9.2% and 12.3% respectively. Further, ADM shall be responsible for a corresponding interest in EER's alleged outstanding disputed unpaid cash calls with the operator of the Block which, for ADM as a purchaser of 1/4 of EER's interest in the Block, represents approximately $1,500,000 plus applicable interest. Subject to verification through audit, should it be determined that all or a portion of the outstanding cash calls are due, it is the intention that any sums deemed outstanding by the partners will continue to be settled from production revenue at the project level.
ADM is required to pay a refundable deposit of $250,000 within 90 days of signing the Agreement. Upon completion and following the issue of the Consideration Shares, EER and any connected person or other person to whom the Consideration Shares may be issued and their associates ("Relevant Shareholders") will enter into a relationship agreement, lock-in agreement and orderly market agreement with ADM. Under the terms of the relationship agreement, the Relevant Shareholders will have the right to nominate a director to be appointed to the Board of ADM from completion, subject to normal regulatory approval, and such right shall continue until such time as the Relevant Shareholders cease to hold 20% or more of the entire issued share capital of the Company.