Alkemy Capital. Regulatory News (ALK)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN PART), DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

FOR IMMEDIATE RELEASE

9 October 2015

RECOMMENDED CASH OFFER

by

BARBICAN BIDCO LIMITED

(a company controlled by Balfour Beatty Infrastructure Partners, L.P.)

for

ALKANE ENERGY PLC

OFFER UPDATE - LEVEL OF ACCEPTANCES AT FIRST CLOSING DATE AND OFFER EXTENDED

· Valid acceptances received in respect of approximately 77.81 per cent. of existing issued share capital of Alkane at First Closing Date

· Secretary of State for Energy and Climate Change approval

· Offer extended until 1.00 p.m. on 22 October 2015 (London time) and Alkane Shareholders who have not yet accepted the Offer are urged to do so without delay

Introduction

On 16 September 2015, the Boards of Barbican and Alkane announced that they had reached agreement on the terms of a recommended cash offer by Barbican (a company controlled by BBIP) for the entire issued and to be issued share capital of Alkane at a price of 36 pence in cash for each Alkane Share. The full terms and conditions of the Offer and the procedure for acceptance were set out in the offer document (the "Offer Document") posted to Alkane Shareholders on 17 September 2015.

Level of Acceptances

Barbican is pleased to announce that, as at 1.00 p.m. (London time) on 8 October 2015, the First Closing Date, valid acceptances had been received in respect of a total of 126,325,144 Alkane Shares, representing, in aggregate, approximately 77.81 per cent. of the existing issued share capital of Alkane, which Barbican may count towards the satisfaction of the Acceptance Condition of the Offer.

Of these acceptances, acceptances have been received in respect of a total of 57,370,503 Alkane Shares, representing, in aggregate, approximately 35.34 per cent. of the existing issued share capital of Alkane, which were subject to an irrevocable undertaking to accept the Offer received by Barbican, and acceptances have been received in respect of a total of 24,613 Alkane Shares, representing, in aggregate, approximately 0.02 per cent. of the existing issued share capital of Alkane, which are held by persons acting in concert with Barbican.

The percentages of Alkane Shares referred to in this announcement are based upon the figure of 162,335,569 Alkane Shares in issue.

Secretary of State for Energy and Climate Change Approval

On 8 October 2015, the Oil and Gas Authority confirmed in writing to Barbican and Alkane that the United Kingdom Secretary of State for Energy and Climate Change does not intend to exercise her powers (i) to revoke or recommend the revocation of any interest in any petroleum exploration and development, appraisal or production licence in the United Kingdom held by any member of the Alkane Group; or (ii) to require a further change of control of any such member, in each case as result of the implementation of the Offer. This has satisfied condition 1(b) of the Offer as set out in the Offer Document.

Offer Extended

Barbican announces that it has chosen to extend the Offer (which remains subject to the other terms and conditions set out in the Offer Document) until 1.00 p.m. (London time) on 22 October 2015. Barbican reserves the right to extend the Offer further in its absolute discretion.

Intention to De-list Alkane Shares from Trading on AIM

Following the Offer becoming or being declared unconditional in all respects, Barbican intends to seek to cancel the admission of Alkane Shares to trading on AIM as soon as possible thereafter (''Cancellation''). In accordance with AIM Rule 41, on 16 September 2015 Alkane gave notice of the intended Cancellation which, subject to the Offer becoming unconditional in all respects, will take place at least 5 business days thereafter. Alkane will provide further details of the Cancellation timetable in due course although, for the avoidance of doubt, if the Offer does not become unconditional in all respects Cancellation will not take place.

The Cancellation will significantly reduce the liquidity and marketability of Alkane Shares.

Interests in Alkane Shares

As at 8 October 2015 (being the latest practicable date prior to the date of this announcement), other than 140,103 Alkane Shares held by Investec representing 0.09 per cent. of the existing issued share capital of Alkane, neither Barbican nor any person acting in concert with Barbican is interested in or has any rights to subscribe for any Alkane relevant securities or has any short positions (whether conditional or absolute and whether in the money or otherwise) including any short position under a derivative or any agreement to sell or any delivery obligation or right to require another person to purchase or take delivery. Neither Barbican nor any person acting in concert with Barbican has borrowed or lent any Alkane relevant securities (save for any borrowed shares which have been either on-lent or sold).

Procedure for Acceptance of the Offer

Alkane Shareholders who have not yet accepted the Offer are urged to do so without delay.

To accept the Offer in respect of Alkane Shares held in certificated form (that is, not in CREST), shareholders should complete and return the Form of Acceptance so as to be received by no later than 1.00 p.m. (London time) on 22 October 2015 in accordance with the procedure set out in the Offer Document. To accept the Offer in respect of shares held in uncertificated form (that is, shares held in CREST), shareholders should ensure than an Electronic Acceptance is made and that settlement occurs no later than 1.00 p.m. (London time) on 22 October 2015 in accordance with the procedure set out in the Offer Document. If you hold your Alkane Shares as a CREST sponsored member, you should refer to your CREST sponsor as only your CREST sponsor will be able to send the necessary instructions to Euroclear.

Copies of the Offer Document and a specimen Form of Acceptance are available on Barbican's website, hosted by BBIP LLP, at www.bbip.com, until the end of the Offer Period. Further copies of the Offer Document and the Form of Acceptance may be obtained by contacting the Receiving Agent, Computershare, on 0370 889 3186 from within the UK or on +44 370 889 3186 if calling from outside the UK. Lines are open 8.30 a.m. to 5.30 p.m. (London time) Monday to Friday. Calls may be recorded and randomly monitored for security and training purposes.

Unless otherwise defined in this announcement, capitalised words and phrases used in this announcement shall have the same meanings given to them in the Offer Document.

Further information

This announcement is for information only and is not intended to and does not constitute, or form part of, any offer to sell or invitation to purchase or subscribe for any securities, or any solicitation of any vote or approval in any jurisdiction pursuant to the Offer or otherwise. The Offer is effected solely through the Offer Document, which, together with the Form of Acceptance (in relation to Alkane Shareholders holding shares in certificated form only) contains the full details, terms and conditions of the Offer, including the details of how to accept the Offer. This announcement has been issued by and is the sole responsibility of Barbican.

Any decision regarding the Offer should be made only on the basis of information referred to in the Offer Document and the Form of Acceptance which Barbican has despatched to Alkane Shareholders, persons with information rights and, for information only, to participants in the Alkane Share Incentive Schemes.

A copy of this announcement will be available subject to certain restrictions relating to persons resident in the United States, Canada, Australia and Japan on www.bbip.com and on www.alkane.co.uk by no later than 12 noon on 10 October 2015.

Investec, which is authorised by the Prudential Regulation Authority and regulated in the United Kingdom by the Financial Conduct Authority and the Prudential Regulation Authority, is acting exclusively for Barbican and BBIP and no one else in connection with the Offer and will not be responsible to anyone other than Barbican and BBIP for providing the protections afforded to its clients or for providing advice in relation to the Offer or any other matters referred to herein.

Altium, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for Alkane and no one else in connection with the Offer and this announcement and will not be responsible to anyone other than Alkane for providing the protections afforded to clients of Altium nor for providing advice in connection with the Offer or this announcement or any matter referred to herein.

Liberum, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for Alkane and no one else in connection with the Offer and this announcement and will not be responsible to anyone other than Alkane for providing the protections afforded to clients of Liberum nor for providing advice in connection with the Offer or this announcement or any matter referred to herein.

Overseas Shareholders

The Offer is not being made, directly or indirectly, in or into, or by use of the mails, or by any means or instrumentality (including, without limitation, by means of telephone, facsimile, telex, internet or other forms of electronic communication) of interstate or foreign commerce of, or any facilities of a securities exchange of, the United States, Canada, Australia or Japan, and the Offer will not be capable of acceptance by any such use, means, instrumentality or facility or from within the United States, Canada, Australia or Japan. Accordingly, copies of this announcement and any other related document will not be, and must not be, directly or indirectly, mailed or otherwise distributed or sent in or into the United States, Canada, Australia or Japan and persons receiving such documents (including custodians, nominees and trustees) must not distribute or send them in, into or from such jurisdictions as doing so may violate the laws of such jurisdictions and may make invalid any purported acceptance of the Offer by persons in any such jurisdiction.

This announcement has been prepared for the purpose of complying with English law, the AIM Rules, the rules of the London Stock Exchange and the Takeover Code, and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws of jurisdictions outside the UK.

Disclosure requirements of the Takeover Code (the "Code")

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.

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, 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.

Neither the content of Alkane's nor BBIP LLP's websites nor the content of any websites accessible from hyperlinks on such websites (or any other websites) are incorporated into, or form part of, this announcement nor, unless previously published by means of a recognised information service, should any such content be relied upon in reaching a decision regarding the matters referred to in this announcement.

The Offer is subject to the provisions of the Takeover Code.