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Schedule 1 - New World Oil and Gas PLC

9 Jul 2012 11:07

RNS Number : 2121H
AIM
09 July 2012
 



ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")

 

COMPANY NAME:

NEW WORLD OIL AND GAS PLC

 

COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :

OGIER HOUSE, THE ESPLANADE, ST. HELIER, JERSEY JE4 9WG

 

COUNTRY OF INCORPORATION:

JERSEY

 

COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:

www.nwoilgas.com

 

COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY). IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:

 

The Admission relates to the proposed change in status from an Investing Company to an operating resource company and its intention to commence drilling in Belize.

 

The activities of the New World Group to date in relation to the Projects have been limited to seismic operations and other desktop activities consistent with New World's investing policy. Phase 3 under the Blue Creek FOA is to commence drilling at the Blue Creek Project, such that, upon completion of the first exploration well, NWOG Belize may earn a further 21.6 per cent. participating interest, which would increase its total participating interest under the Blue Creek PSA to a 56.6 per cent. participating interest at an estimated aggregate cost of US$4.8 million for the first well, together with US$771,000 to case and complete in the event of a commercial discovery.

 

The Company's main country of operation is Belize and Denmark.

 

DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):

251,575,676 ORDINARY SHARES OF NO PAR VALUE (249,328,247

EXISTING ORDINARY SHARES, TOGETHER WITH 2,050,736 SHARES TO BE ISSUED TO DIRECTORS, BEING W. KELLEHER, G. SZTYK, P. SZTYK AND S. POLAKOFF, AT A PRICE OF £0.062 AS PART OF THE 2011 ANNUAL BONUS PLAN, AND ALSO 196,693 ORDINARY SHARES ISSUED TO F. HODDER, THE COMPANY'S DIRECTOR AS PAYMENT OF OUTSTANDING DIRECTORS FEES AT AN AVERAGE PRICE OF £0.071)

 

 

CAPITAL TO BE RAISED ON ADMISSION (IF APPLICABLE) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:

£25 M - MARKET CAPITALISATION FOLLOWING READMISSION

NO CAPITAL BEING RAISED ON ADMISSION

 

PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:

 5.18%

 

DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM COMPANY HAS APPLIED OR AGREED TO HAVE ANY OF ITS SECURITIES (INCLUDING ITS AIM SECURITIES) ADMITTED OR TRADED:

NOT APPLICABLE

 

FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):

WILLIAM (BILL) CAMERON KELLEHER - EXECUTIVE CHAIRMAN AND CHIEF EXECUTIVE OFFICER

GEORGES NICOLAS SZTYK - FINANCE DIRECTOR

PETRO (PETER) ROMAN SZTYK - EXECUTIVE DIRECTOR

STEPHEN KEITH POLAKOFF - NON-EXECUTIVE DIRECTOR

ROLAND FREDERICK (FRED) HODDER - NON-EXECUTIVE DIRECTOR

CHRISTOPHER CHARLES GILBERT EINCHCOMB - NON-EXECUTIVE DIRECTOR

 

FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):

 

 

Before Readmission

 

On Readmission

Name

Number of Ordinary Shares held

Percentage of issued share capital

Number of Ordinary Shares held

Percentage of issued share capital

Barclayshare Nominees Limited

9,910,871

3.98

9,910,871

3.93

FMR LLC¹

23,000,000

9.23

23,000,000

9.14

Credit Suisse Client Nominees (UK) Limited

8,137,442

3.26

8,137,442

3.23

AXA Investment Managers SA²

24,382,897

9.78

24,382,897

9.69

Investor Nominees Limited

8,239,984

3.31

8,239,984

3.27

JIM Nominees Limited

7,937,477

3.18

7,937,477

3.15

LR Nominees Limited

10,256,841

4.11

10,256,841

4.07

Securities Services Nominees Limited

10,904,173

4.37

10,904,173

4.33

TD Direct Investing Nominees (Europe) Limited

17,146,558

6.88

17,146,558

6.81

P. Sztyk

7,273,333³

2.92

9,067,7274

3.6

G. Sztyk

6,440,0005

2.58

8,234,3946

3.27

 

¹ The 23,000,000 shares are held by Brown Brothers Harriman and Co.

² The 24,382,897 shares are held by HSBC Global Custody Nominee (UK) Limited.

³ The 6,440,000 Ordinary Shares are held by the Black Sea and Caspian Trust, in which both Georges Sztyk and Peter Sztyk have a beneficial interest as potential (but unnamed) beneficiaries and 833,333 Ordinary Shares are held by Peter Sztyk in his own name.

4 The 8,234,394 Ordinary Shares will be held by the Black Sea and Caspian Trust, in which both Georges Sztyk and Peter Sztyk have a beneficial interest as potential (but unnamed) beneficiaries and 833,333 Ordinary Shares are held by Peter Sztyk in his own name.

5 The 6,440,000 Ordinary Shares are held by the Black Sea and Caspian Trust, in which both Georges Sztyk and Peter Sztyk have a beneficial interest as potential (but unnamed) beneficiaries.

6 The 8,234,394 Ordinary Shares will be held by the Black Sea and Caspian Trust, in which both Georges Sztyk and Peter Sztyk have a beneficial interest as potential (but unnamed) beneficiaries.

 

NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:

NONE

 

(i) ANTICIPATED ACCOUNTING REFERENCE DATE

(ii) DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)

(iii) DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:

(i) 31 December

(ii) 31 December 2011

(iii) Expected Accounting Timetable:

The Company will publish its interim report for the six months ending 30 June 2012 on or before 30 September 2012. The Company will publish its audited accounts for the year ended 31 December 2012 on or before 30 June 2013. The Company will publish its interim report for the six months ending 30 June 2013 on or before 30 September 2013.

 

EXPECTED ADMISSION DATE:

25 JULY 2012

 

NAME AND ADDRESS OF NOMINATED ADVISER:

BEAUMONT CORNISH LIMITED

2ND FLOOR, BOWMAN HOUSE,

29 WILSON STREET,

LONDON EC2M 2SJ

 

NAME AND ADDRESS OF BROKER:

SHORE CAPITAL STOCKBROKERS LIMITED

BOND STREET HOUSE,

14 CLIFFORD STREET,

LONDON W1S 4JU

 

OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:

The Readmission Document will be available for inspection at the registered office of the Company, c/o Ogier Fiduciary Services (Jersey) Limited, Ogier House, The Esplanade, St. Helier, Jersey JE4 9WG and the offices of the Company's UK solicitors, Watson, Farley & Williams LLP, 15 Appold Street, London, EC2A 2HB, United Kingdom during normal business hours on any weekday (Saturdays, Sundays and public holidays excepted) from the date of the document until at least 30 days after the date of Redmission.

 

DATE OF NOTIFICATION:

9 JULY 2012

NEW/ UPDATE:

NEW

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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