Last checked at 5 Jun 2019 17:12
5 June 2019
Tower Resources plc
Posting of Annual Report and Accounts, Notice of Meeting and Proposed Share Capital Reorganisation
Tower Resources plc (the "Company" or "Tower" (TRP.L, TRP LN)), the AIM listed oil and gas company with its focus on Africa, announces that its Annual Report and accounts for the year ended 31 December 2018, together with the Notice of Annual General Meeting "(AGM") and a shareholder circular for a proposed Share Capital Reorganisation to reduce par value, has been posted to shareholders and will be available on the Company's website at www.towerresources.co.uk
The AGM is convened to be held at the Royal Society for the Arts, Folkstone Room, 8 John Adam Street, London WC2N 6EZ on Friday 28 June at 14:00.
As part of the special business of the AGM the Company is proposing a Share Capital Reorganisation via the subdivision and re-designation of the existing share capital of the Company and an amendment to the Company's articles of association, in order to achieve a reduction in the par value of each Existing Ordinary Share from £0.01 to £0.00001 per Share. This will enable the Company to issue shares in the future at an issue price which exceeds their nominal value, while maintaining the same number of ordinary shares in issue.
The Share Capital Reorganisation will involve the subdivision and redesignation of the 565,716,052 Existing Ordinary Shares of £0.01 each in the capital of the Company into 565,716,052 New Ordinary Shares of £0.00001 each and 565,150,335,948 B Deferred Shares of £0.00001 each in the capital of the Company. It is proposed that each B Deferred Share will have very limited rights and will effectively be valueless. CREST accounts of Shareholders will not be credited in respect of any entitlement to B Deferred Shares and the Company will not issue any share certificates in respect of B Deferred Shares and B Deferred Shares are likely to be cancelled in the future.
The trading price of the New Ordinary Shares is not expected to be affected by the Share Capital Reorganisation. It is only the nominal value of the New Ordinary Shares which will change, to £0.00001, compared to the current nominal value of the Existing Ordinary Shares of £0.01.
The expected timetable of the Share Capital Reorganisation is as follows:
Circular posted to Shareholders 5 June 2019
Latest time and date for receipt of Forms of Proxy 2.00 pm on 26 June 2019
Annual General Meeting 2.00 pm on 28 June 2019
Record Date for the Share Capital Reorganisation 6.00pm on 28 June 2019
Admission of the New Ordinary Shares to trading on AIM 8.00 am
on 1 July 2019
Expected date on which CREST accounts are to be updated to reflect holdings 1 July 2019
of New Ordinary Shares instead of Existing Ordinary Shares
Contacts
Tower Resources plc |
| ||
Jeremy AsherChairman and CEO |
| ||
Andrew MatharuVP - Corporate Affairs |
| ||
|
| ||
SP Angel Corporate Finance LLPNominated Adviser and Joint Broker | +44 20 3470 0470 | ||
Stuart Gledhill Caroline Rowe |
| ||
|
| ||
Turner Pope Investments (TPI) LimitedJoint Broker Andy Thacker
| +44 20 3621 4120 | ||
Whitman Howard LimitedJoint Broker Nick Lovering Hugh Rich
| +44 20 7659 1234 | ||
Yellow Jersey PR Limited | +44 20 3735 8825 | ||
Tim Thompson |
| ||