Member Info for hxulcolrdoh

Hi NicetoMichu,

Re the Chad carrot (which was 'expected' in H1 2026 but which has now receded over the horizon into H1 2027) I can't see how SAVE's 100 day, $407m, forced entry adventure into one of the poorest countries on the planet results in a bumper payout when both sides are heard and taking into account that SAVE are scheduled to repay Exxon $150m+ in connection with the transaction in the months ahead.

Re "assets feels MUCH too low now" I can't see past the fact that they have $700m of debt attracting interest @15%+. IMO their liabilities are more real than their assets.

Meanwhile it is almost a year since President Bola Tinubu said he was fixing the GENCO receivables problem but his administration has done what all administrations do in such circumstances i.e the bare minimum / kick the can down the road so that it becomes a bigger problem for someone else.

The short term biggie is do management meet their core obligation to produce accounts before they are suspended at the end of the month? (my bet would be no)

Whatever happens it is a fascinating story.

I'm still puzzled by Resolution 14 because when it was proposed

a) In theory the PLC has large distributable reserves and doesn't need a 'share premium reserve' cancellation

b) The company is cash strapped and can't afford discretionary distributions of any kind.

'Speculation' that it would enable upstream cash/dividends from subsidiaries(Cotco and Totco) to the Holding company etc were clearly nonsense.

Re a) I'm now thinking that although at the top level the PLC in theory has adequate distributable reserves in practice they are trapped inside subsidiaries until such times as the subsidiaries can make payments to the parent and this is what necessitates Resolution 14 ?

Re b) Funds from NIPCO which have subsequently been announced enable the plan (whatever the plan is) if there is court approval of Resolution 14.

Mudpump I'd agree with your post.

I might add that if something ultimately pans out for AK I'd not assume that it will pan out to the same degree or on the same timescale for small shareholders.

Now that management (sorry I mean AK - there is no management) have succeeded in getting through yet another AGM without the inconvenience of audited results I'd think that there is little prospect of results appearing any time soon. Suspension probably beckons at the end of the month.

That said it looks like SAVE might not be long for the AIM world anyway pending the outcome of the "review of the appropriateness of Savannah Energy PLC's current admission to trading on AIM and the potential alternative options available to the Company, including alternative listing venues or structures(the Review)".

I'm struggling to figure out what Knott is up to. Whatever the game (privatisation via a 'management backed' Volume-Weighted Average Price offer ?), I'd not be surprised if June 30th turns out to be the last day that SAVE ever trades on AIM.

If Knott is acquiring 128,550,000 shares from the EBT for 5.44p (with a six year loan from the EBT) as part of the "Andrew Knott Wealth transfer project" I'm surprised that it did clean it out entirely and acquire all 205,701,993 existing shares.

I'm also surprised that the EBT only acquired 210,000,000 on 22 October 2025 in a move "intended to provide improved transparency regarding the potential future equity dilution faced by shareholders"

Do PKF know what they got themselves into.

There is no question that whatever Knott is up to he has adopted a "Go Big or Go Home" approach.

Having raided the EBT fund for additional shares I think it is safe to say he is not that interested is sharing whatever he thinks the upside is with others.

Meanwhile the CFO hasn't put a brass razoo of his own money into the company and is standing well back from the blast zone.

WM, I think you are wildly optimistic in your hopes for a Chad arbitration / cherry pickling out outcomes where the pipeline assets (profitable) and the upstream fields (unprofitable) were legally, contractually, and structurally bound together.

There is no point in debating however. We should just wait and see what actually happens.

I have no problem in principle with resolution 14 but IMO it is completely UNREASONABLE AT THIS TIME e.g. for the purposes of creating 'optionality' if there is any question mark about a possible suspension of trading.

If it has to be dealt with NOW the best that I can come with is that it is necessary to deal with some near term financial threat and/or it feeds into some 'going concern' issue.

There wouldn't be any speculation if management explained a) the timing b) the intended purpose (it wasn't randomly proposed).

The timing of resolution 14 strongly suggests that SAVE is heading towards a suspension, possibly a prolonged one, possibly one that it does not come back from.

Whatever the reason behind resolution 14 it can take place at ANY TIME as long as the shares are not suspended. Passing it AT THIS time simply gives AK licence to go dark, possibly for years. Rejecting it AT THIS time gives him an incentive to sort out the accounts and keep the listing alive. SAVE has been suspended for something like 3.5+ of the last 5 years. Shareholders I'm sure are sick of it. If it is going to be more of the same then this this time it would be more galling as there is no excuse.

It would be hard to know what is for the best. Cashing out might the wrong thing to do. Not cashing out might the wrong thing to do. In either case one is likely to be locked into a decision for quite some time. The main questions that I would have thought might help people decide are

How does SAVE plan to address the large and looming Exxon debt repayment ?

Has there been an REAL progress on the GENCO legacy debt crisis ? (none that I can see)

What outcome is anticipated from the Chad arbitration ?

If in 2029 SAVE traded at 19.2p or less then 101m warrants would have no value.

On the other hand 63m shares sourced with a loan of £3.2m/5p ps would yield a profit of £9m (and the 6 year loan still would not have been paid off).

Lets hope the transaction does not fall into a pattern of behaviour presented as evidence of character at the ICC. That said I'd expect the fact that BDO disclaimed the company's accounts and raised serious concerns about governance almost certainly did. If not Chad missed a trick.

Thinking about the likely appearance of 2025 YE accounts (or Knott).

I believe one of many the issues that BDO had concerned the Oct 23 2025 "Fundraising Completion & Conditional Buyback"

Knott acquired 121,491,796 additional shares which included 63,690,129 transferred from the Employee Benefit Trust for a nominal value of 7p ie £4.5m.

No money changed hands at that time. If the shares appreciate it is Knott's gain/EBT's loss.

Instead the board decided that 101,113,992 warrants which Knott 'might' acquire for 19.2p ps in 2029 if cancelled could be traded for £1.3m of the dues and the rest was 'a loan' from the EBT to be paid back over 6 years.

The board thought Knott deserved it. BDO thought it was irregular / was an example of governance issues.

Are PKF likely to be more relaxed than BDO about such issues?

Hi MudPump,

my guess would be that when an ICC ruling drops Exxon are going to want closure on the "Chad affair". Their loan repayment terms/dates certainly suggest this. If there is a "Justice for Savannah" campaign in months/years ahead I don't think that they are going to be interested in tagging along.

The possibility that Chad might be willing to shuffle assets around in some sort of quid pro quo arrangement to achieve their goals with whomever their preferred partners are is a good point.

The big question would then be "Do Savannah feature in those plans". If not their massive indebtedness to Exxon with a looming deadline means they could be squeezed until the pips squeak along the way to bringing the arbitration to a close.

The only way that they could regain some agency would be take out a loan to pay off the Exxon loan. Is this connected with the proposal to cancel the "Share Premium Reserve"?

Re the Chad arbitration my guess would be that best case SAVE end up with little or nothing, worst case they lose and/or Exxon trigger an end game.

In 2022 Savannah paid $407m to Exxon for the Chad assets partially funded by a $170m loan from Exxon. There was early and vocal opposition from Chad but in a high risk maneuver probably premised on the idea "possession is nine-tenths of the law" AK swashbuckled the deal through to a forced conclusion. The Chadians responded by nationalising the assets at gun point.

My guess would be that the ICC will not be sympathetic to Chad nationalisation of the assets but also not be sympathetic to SAVE for disregarding national concerns and imposing themselves 'persona non grata' on Chad. I'd guess that the ICC would require Chad to refund to SAVE with interest what they paid say $450-500m.

I know some fantasize that asset seizures could be used to coerce a settlement of awards (there have been unusual instances where this has worked). Asset seizures though should they come to pass are years away and take years to play out. For context in 2007 the Venezuelan Chávez regime nationalised foreign oil interests. Subsequently $50bn was claimed. International courts awarded $15bn. Two decades later about $2.3bn has been recovered. If companies with the resources of USA multinationals can't recover awards from a counterparty on their own door step I'm sceptical that a cash strapped SAVE faced with a counterparty that is the country equivalent of a vagrant living in an underpass would have much luck going down that route.

So does Chad file the ICC ruling in the "Projects that don't matter" drawer?

At this point SAVE probably owe Exxon $150m+ on the $170m financing loan. The loan maturity is Jan 2027. There were provisions where it could be brought forward to June 2026. Exxon have charges on the entities that would be in receipt of any awards. SAVE aren't going to be paid a CENT until Exxon are paid in FULL. In addition Exxon have partial recourse to the loan from SAVE ( $37m, see AR 2024 pg. 84). If Exxon called it in it would simply be deducted from whatever is eventually recovered by the entities in receipt of any award proceeds.

In the normal course of events Chad can't afford to pay anything let alone making themselves a target for litigation with a full and prompt payment. So although the ICC decision is final and can't be appealed (at the ICC) the normal play would be to kick the can down the road/keep Savannah tied up in other court proceedings for years to come.

HOWEVER if Chad had any desire to be seen as 'good citizens' they have been GIFTED the perfect opportunity to weaponize the precautions taken by Exxon to protect their own interests. If I was Chad I'd offer SAVE a haircut that equated to making Exxon whole. If the choice is not get paid or throw SAVE under a bus I guess Exxon would take the bus option.

Despite managements well worn (and based on experience - highly unreliable) caveat "The company CURRENTLY EXPECTS to release its 2025 annual report and accounts in June" IMO it is clear that they perceive a distinct possibility that this will not happen (or if it does it depends on passing resolution 14).

Holding an AGM without presenting audited accounts is HIGHLY unusual and SAVE are now doing it two years in a row.

There are two problems for those who fancifully hope that resolution 14 is there to facilitate a payout. 1) the company have said "The Share Premium Cancellation will not, of itself, involve any distribution or return of capital to any Shareholder" and 2) a cancellation can be done at any time so there is no point in counting chickens before they hatch.

The big question is what does resolution 14 enable in the short term / the month of June?

Do PKF have a preconditon to endorsing the 2025 accounts that in a post year event the balance sheet is in a position to take a large impairment ?

I don't know but it seems highly unusual possibly verging on desperate.

Frankly if I presided over a court where SAVE applied to have their 'Share Premium Reserve' cancelled I'd chase them if the last auditor approved accounts they could produce were for the period ending Dec 2023 (I suspect this is what the "The Directors reserve the right to abandon or discontinue any application to the Court for confirmation of the Share Premium Cancellation" is there for ). Maybe with PKF's assistance and an oath written blood from the directors they can cobble together something that will fly.

"The timing of the AGM is unusual".

Given that the AGM is not going to receive the YE 2025 account I think 'suspicious' would be a better word.

I agree with both

shauny86 : "tranche one needs to be completed in its entirety for RAM to have tranche two option"

extrader : "I start from the premise that Tranche 1 is a part-manufactured pretext to (1) get RAM's nose under the tent and (2) 'justify' Tranche 2, in which - the real goal and prize - RAM acquires 87.5% of the project at a pre value enhancement price"

It seems to me that the 18 month tranche two clock doesn't start running until tranche 1E is paid. So tranches 1A-1C (8% of proposed RAM offer) put a nose firmly under the tent. The unspecified timing of tranches 1D-IE then provide a lot of leeway (up to a point) to drag proceedings out until the project is an obvious winner at which point the bulk of the RAM offer lands and they trouser the bulk of the project. Their worst case if things drag on too long (?) is that they end up buying a percentage of the company which depends how much what they put in would have bought at 15p p.s. This would be offset against their spend.

Hi 99icecream,

I can see ambiguity in the RNS / scope for mis interpretation.

On the one hand it says

"sub-tranches 1A, 1B and 1C being binding on RAM, sub-tranches 1D and 1E will be at RAM's option"

"following completion of the final Tranche One sub-tranche, to purchase, from ZIOC, additional Common Shares in Jumelles for US$125 million in cash (Tranche Two), resulting in RAM holding an aggregate 87.5% fully diluted ownership of Jumelles."

On the other it says

"Tranche Two investment of US$125 million via a cash payment to ZIOC (at RAM's option) to acquire an incremental 67.5% fully diluted ownership of Jumelles from ZIOC (resulting in aggregate RAM ownership of Jumelles of 87.5%), EXERCISABLE WITHIN 18 MONTHS OF COMPLETION OF THE FULL US25 MILLION TRANCHE ONE."

I still lean towards my original point of view.

Hi Ex,

Reading the Feb 10th RNS I don't agree with your assertion that RAM can arbitrarily decide how much they pay out for tranche one but still end up with 87.5% of Jumelles.

I agree that they don't' necessarily have to pay the full tranche one. However my intrepretation is that if they don't they lose the option to proceed to tranche two.

My interpretation of the "Tranche One investment of UP TO US$25 million" is that the plan given in the RNS might not run it's full course and not that there are multiple ever more egregious pathways to 87.5%.

Is your assertion based on the Feb 10th RNS or other information ?

Randomly I was looking up ticket prices for the football World Cup in June.

https://fifaworldcup26.hospitality.fifa.com/us/en/choose-matches?src=home_match_offerings_single_match

If you want to attend Scotland's opening matches prices 'start at' $8,000 for Brazil, $1,075 for Moroco, $920 for Haiti, so $10k for round one.

As Scotland progress through the stages it is only going to get more expensive. Today even before their opponent in the final has been identified prices for the final 'start at' $18,475.

I do think the FCA should be investigating FIFA fat cat pricing practices (going back to 2007).

The cancellation of the Share premium reserve might be good or it might be bad. I don't know which. Two things that I'm definitely baffled about.

1) Why ?

Given that Savannah has large distributable reserves such as retained earnings (whatever about liquidity/cash) why does it need to bolster them with a canceled share premium reserve ?

- Speculating that it was because a massive cheque was about to land on their doorstep would seem like nonsense. It is highly unlikely that anyone is going to give them a massive cheque in the short term and even if they did why not wait until there was an evident need?

- are the existing distributable reserves likely to be hit by some upcoming impairment or asset transfer ?

2) Why now?

A cancellation of a share premium reserve can be done at any time. Why it is being done before the publication of audited acccounts which would be best practice? Why is it being done in advance of a potential suspension ?

The timing smacks of a 'get something done before the shutters come down' event.

The wording of resolution 1 is a deviation from Savannah precedent which would have been "We propose to appoint X as auditor" or We propose to re appoint X as auditor".

Given that accounts are NOT going to laid before shareholders how should the June 1 proposal

"To appoint PKF Littlejohn LLP as auditor of the Company, to hold office from the conclusion of this annual general meeting until

the conclusion of the next annual general meeting at which the accounts are laid before the Company"

be interpreted?