Last checked at 12 Apr 2023 07:05
12 April 2023
CRYSTAL AMBER FUND LIMITED
("Crystal Amber Fund" or the "Fund")
Shareholder returns update
Within the Fund's interim results for the six months to 31st December 2022 published last month, it was stated that the Board remains optimistic that the Fund will return significant disposal proceeds to shareholders in the second half of 2023, and that this will be principally determined by the outcome of the current recommended acquisition of Hurricane Energy plc ("Hurricane").
The Board notes that on 6 April 2023, Hurricane published a circular in relation to the recommended acquisition of the entire issued, and to be issued, share capital of Hurricane by Prax (the "Acquisition") to be effected by means of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme") setting out the full terms and conditions of the Scheme and an expected timetable of events (the "Scheme Document"). In addition to Court and Hurricane shareholder approval, the Scheme is also subject to satisfaction (or, where applicable, waiver) of the other conditions set out in the Scheme Document, including approval from the North Sea Transition Authority ("NSTA") and approval under the United Kingdom National Security and Investment Act 2021 ("NSIA"), and the approval of the Court. The Scheme is expected to become effective in Q2 2023.
A meeting of Hurricane shareholders to approve the Scheme has been set for 4 May 2023. Cash consideration due under the Scheme and payment of special dividends due pursuant to the Scheme are scheduled within 14 days of the Scheme becoming effective. The cash consideration due to the Fund upon the Scheme becoming effective is £34.7 million, equivalent to 41.6p per Crystal Amber share ("the Initial Consideration"). In addition, the Fund could receive deferred consideration units with a value up to £37.3 million, equivalent to an additional 44.8p per Crystal Amber share. The total potential consideration due relating to the sale of the Fund's shareholding in Hurricane would be £72 million, equivalent to 86.5p per Crystal Amber share.
Upon the Scheme receiving Hurricane shareholder and Court approval on 4 May 2023, the Fund intents to consult with major shareholders regarding the treatment of the disposal proceeds. The Fund intends to announce a substantial return of capital, as soon as practical, with a view to returning capital immediately after the receipt of the Initial Consideration. As previously announced, the Fund intends to retain sufficient liquidity out of the Initial Consideration to continue to fund growth at GI Dynamics and protect the value of its holding in De La Rue.
Earlier today Crystal Amber announced that the net asset value per share on 31 March 2023 was 117.4p. This comprises 49.1p per share relating the holding in Hurricane and a net 68.3p for the Fund's other assets and liabilities. On the assumption that the full consideration relating to Hurricane of 86.5p per Crystal Amber share had been received on 31 March 2023, the pro forma net asset value per share on 31 March 2023 would have increased by 37.4p per share to 154.8p per Crystal Amber share.
A further announcement will be made in due course.
For further enquiries please contact:
Crystal Amber Fund Limited
Chris Waldron (Chairman)
Tel: 01481 742 742
www.crystalamber.com
Allenby Capital Limited - Nominated Adviser
David Worlidge/Jeremy Porter/Dan Dearden-Williams
Tel: 020 3328 5656
Winterflood Investment Trusts - Broker
Joe Winkley/Neil Langford
Tel: 020 3100 0160
Crystal Amber Advisers (UK) LLP - Investment Adviser
Richard Bernstein
Tel: 020 7478 9080