16 Jan 2019 07:00
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OF INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.
FOR IMMEDIATE RELEASE
16 January 2019
Faroe Petroleum plc
("Faroe", "Faroe Petroleum", the "Company")
Announcement of Cancellation from trading on AIM
On 14 January 2019, DNO ASA ("DNO") announced that its Final Offer became unconditional in all respects on 11 January 2019. Faroe notes that the Final Offer is being extended and will remain open until further notice, and that DNO will give at least 14 days' notice prior to closing the Final Offer. The full terms and conditions and the procedures for acceptance of the Final Offer are set out in the final offer document which was published and sent to Faroe Shareholders by DNO on 8 January 2019 (the "Final Offer Document").
As at 15 January 2019, DNO had received valid acceptances of the Final Offer in respect of a total of 55,688,915 Faroe Shares representing approximately 14.06 per cent. of the issued share capital of Faroe. DNO owns 247,767,513 Faroe Shares representing 62.58 per cent. of the issued share capital of Faroe.
Accordingly, DNO has now acquired or agreed to acquire 303,456,428 Faroe Shares, in aggregate representing approximately 76.64 per cent. of the issued share capital of Faroe.
The references to the issued share capital of Faroe above are based on a figure of 395,942,468 Faroe Shares in issue as at the date of this announcement.
Cancellation of Faroe from trading on AIM
As DNO has, by virtue of its acceptances of the Final Offer, acquired or agreed to acquire Faroe Shares representing at least 75 per cent. of the voting rights of Faroe, Faroe confirms that the 20 Business Day notice period for the cancellation of the admission to trading on AIM of Faroe Shares (the "Cancellation") has commenced. The Cancellation is expected to take effect at 7.00 a.m. on 14 February 2019.
Following the cancellation of trading of the Faroe Shares on AIM, DNO has announced that it will re‑register Faroe as a private limited company.
There will be no ready market for Faroe's shares following the Cancellation. The Cancellation and the re-registration of Faroe as a private limited company will therefore significantly reduce the liquidity and marketability of any Faroe Shares not assented to the Final Offer.
Unless otherwise stated, terms used in this announcement have the same meanings as given to them in the Final Offer Document.
For further information please contact:
Faroe Petroleum plc Graham Stewart, CEO
|
Tel: +44 1224 650 920
|
Stifel Nicolaus Europe Limited Callum Stewart /Nicholas Rhodes / Ashton Clanfield
| Tel: +44 207 710 7600 |
BMO Capital Markets Tom Rider / Jeremy Low/Tom Hughes
| Tel: +44 207 236 1010 |
FTI Consulting Ben Brewerton/ Emerson Clarke
| Tel: +44 207 831 3113 |
Further information
Stifel Nicolaus Europe Limited ("Stifel"), which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for Faroe and no one else in connection with the above and will not be responsible to anyone other than Faroe for providing the protections offered to clients of Stifel nor for providing advice in relation to the subject matter of this announcement or any other matters referred to in this announcement.
BMO Capital Markets Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting exclusively for Faroe and no one else in connection with the above and will not be responsible to anyone other than Faroe for providing the protections offered to clients of BMO Capital Markets Limited nor for providing advice in relation to the subject matter of this announcement or any other matters referred to in this announcement.