Trinity Regulatory News (TRIN)

2 July 2012

Bayfield Energy Holdings plc

AGM Statement

Bayfield Energy Holdings plc (AIM ticker: BEH), an upstream oil and gas exploration and production company with interests in Trinidad and South Africa, will hold its Annual General Meeting later today.

At the meeting Bayfield Energy's Chairman, Finian O'Sullivan, will provide the following update to shareholders:

"The immediate priorities of the Company remain the acceleration of production and cash flow generation from the Trintes field and the rescheduling of its drilling programme to reduce its short-term financial commitments and manage its working capital position.

The Company continues to make progress in the rehabilitation of the Trintes field. Gross average production for June was 1,735 barrels of oil per day (bopd), a monthly record for the field during Bayfield's operatorship and by the end of June had exceeded 2,000 bopd. The latest development well, B3, is presently being completed and should be brought into production within the next week. Based on the demonstrated performance of Rig #2 since the end of Q1 it is expected that a new development well will be completed every 30 days for the remainder of the year with initial average production rates anticipated to exceed 200 bopd per well.

In relation to the deployment of the Rowan Gorilla III, agreement has been reached in principle with a third party that would give the Company the option of ceding one of the two rig slots that it is committed to in Q3 and Q4 2012. The arrangement is subject to final terms and conditions which are expected to be concluded shortly. Additionally, Bayfield is in discussions with other parties that would potentially allow the Company to reduce its cost participation in a second well by fifty percent. In particular, Bayfield is finalizing a detailed proposal to Repsol E&P T&T Limited for the drilling of a joint well in the north east of the Galeota licence to appraise further the EG8 oil and gas discovery. A successful outcome to these initiatives would materially reduce Bayfield's financial commitments under the rig contract.

The Company continues to review options to manage its financial commitments. While at one level this will include a focus on cost control and steps to optimize short-term working capital management, action is also being taken to pursue a range of financial and strategic alternatives including, but not limited to, a potential third party farm in to or disposal of existing assets and the redeployment of the Rowan Gorilla III rig as referred to above. Additionally, consideration will be given to the potential for a corporate transaction via the acquisition of the entire issued share capital of the Company. Accordingly, this announcement commences an 'offer period' for the Company as defined by the City Code on Takeovers and Mergers, though should the Company pursue the latter option there is no certainty that any of the discussions which may be undertaken will lead to an offer for the Company."

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A copy of this announcement will be available at www.bayfieldenergy.com. The content of the website referred to in this announcement is not incorporated into and does not form part of this announcement.

This announcement is not intended to, and does not, constitute or form part of any offer, invitation or the solicitation of an offer to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of, any securities whether pursuant to this announcement or otherwise. The distribution of this announcement in jurisdictions outside the United Kingdom may be restricted by law and therefore persons into whose possession this announcement comes should inform themselves about, and observe such restrictions. Any failure to comply with the restrictions may constitute a violation of the securities law of any such jurisdiction.

Rule 2.10 disclosure

In accordance with Rule 2.10 of the Code, the Company confirms that it has 216,479,442 ordinary shares of US$0.10 each in issue and admitted to trading on the AIM Market of the London Stock Exchange with the ISIN GB00B3N3KL75.

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

Under Rule 8.3(a) of the Code, any person who is interested in 1% or more of any class of relevant securities of an offeree company or of any paper offeror (being any offeror other than an offeror in respect of which it has been announced that its offer is, or is likely to be, solely in cash) must make an Opening Position Disclosure following the commencement of the offer period and, if later, following the announcement in which any paper offeror is first identified. An Opening Position Disclosure must contain details 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 paper offeror(s). An Opening Position Disclosure by a person to whom Rule 8.3(a) applies must be made by no later than 3.30 pm (London time) on the 10th business day following the commencement of the offer period and, if appropriate, by no later than 3.30 pm (London time) on the 10th business day following the announcement in which any paper offeror is first identified. Relevant persons who deal in the relevant securities of the offeree company or of a paper offeror prior to the deadline for making an Opening Position Disclosure must instead make a Dealing Disclosure.

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 paper offeror must make a Dealing Disclosure if the person deals in any relevant securities of the offeree company or of any paper 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 paper offeror, 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 paper offeror, they will be deemed to be a single person for the purpose of Rule 8.3.

Opening Position Disclosures must also be made by the offeree company and by any offeror and Dealing Disclosures must also be made by the offeree company, by any offeror and by any persons acting in concert with any of them (see Rules 8.1, 8.2 and 8.4).

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.

Information relating to Bayfield shareholders

Addresses, electronic addresses and certain information provided by Bayfield shareholders, persons with information rights and other relevant persons for the receipt of communications from Bayfield may be provided to potential offerors during the offer period as requested under Section 4 of Appendix 4 of the Code.