Highlands Natural Resources Regulatory News (HNR)

5 Jan 2007 07:53

Hardman Resources Limited05 January 2007 STOCK EXCHANGE / MEDIA RELEASE RELEASE DATE: 5 January 2007 AUSTRALIAN CONTACT: Richard O'Shannassy Hardman Resources Ltd +61 8 9261 7600 LONDON CONTACT: Patrick Handley Brunswick Group +44 207 404 5959 RE: ALLOCATION OF TULLOW SHARES UNDER THE HARDMAN SCHEME OF ARRANGEMENT PAGES: 2 Hardman Resources Limited ("Hardman") (ASX: HDR; LSE: HNR) today announced theterms of the scale-back that will be applied to the elections for ordinaryshares in Tullow Oil plc ("Tullow") ("New Tullow Shares") made by HardmanShareholders (excluding Tullow) ("Scheme Shareholders") in connection with theHardman Scheme of Arrangement (the "Scheme"). Valid elections for New Tullow Shares were made by Scheme Shareholders inrespect of 614.94 million Hardman shares, which at the exchange ratio of 0.22289would equate to 137.06 million New Tullow Shares, which is in excess of themaximum of 65 million New Tullow Shares made available for issue. The ShareConsideration will therefore be subject to a scale-back as described in theScheme Explanatory Memorandum. Elections for New Tullow Shares have been reduced, pro rata with other SchemeShareholders who have elected to receive Share Consideration, so that the totalShare Consideration that will be issued on the Implementation Date, equals 65million New Tullow Shares (subject to rounding). As a result of the application of the scale-back, Scheme Shareholders who madevalid elections to receive Share Consideration will receive: • 0.22289 New Tullow Shares per Hardman Share for 47.422771% of the number of Hardman Shares held by them on 2 January 2007 for which they elected to receive Share Consideration (fractional entitlements to a New Tullow Share will be rounded down to the nearest whole number of New Tullow Shares, and all fractional entitlements will be paid in cash); and • A$2.02 for each of the remainder of the Hardman Shares held by them on 2 January 2007. For example, a Hardman shareholder who elected on 10,000 Hardman shares for newTullow Shares will receive 1,056 New Tullow Shares calculated as follows: 10,000 x 47.422771% (rounded down to a whole number) = 4,742 x 0.22289 = 1,056 New Tullow Shares For those Scheme Shareholders who elected to receive all Cash Consideration, orwho were deemed to have elected to received all Cash Consideration, theconsideration they will receive is not affected by the elections made by otherScheme Shareholders or the required scale-back. The consideration will be despatched to shareholders on or before 10 January. For further information regarding the terms of the scale-back, please contactthe Shareholder Information Line on 1300 302 137 within Australia and +61 3 94154093 from outside Australia, or you can contact Hardman atinvestorrelations@hdr.com.au. RICHARD O'SHANNASSYCompany Secretary This information is provided by RNS The company news service from the London Stock Exchange