San Leon Energy announces proposed Midwestern reorganisation and proposed further ELI investments in Nigeria
San Leon, the independent oil and gas production, development and exploration company focused on Nigeria, announced it has entered into a series of agreements with Midwestern to consolidate Midwestern's holdings in San Leon, Midwestern Leon Petroleum Limited (MLPL) and Energy Link Infrastructure (ELI) into a single holding in San Leon (together the "Proposed Midwestern Reorganisation").
In addition, San Leon announces further conditional investments in ELI (together the "Further ELI Investments"). Taken together the Proposed Midwestern Reorganisation and Further ELI Investments are collectively referred to as the "Proposed Transactions".
Together, the Proposed Transactions constitute a reverse takeover pursuant to rule 14 of the AIM Rules for Companies. Accordingly, San Leon expects to publish an AIM Admission Document (the "Admission Document" or "Document"), containing an updated CPR on OML 18, later today. The Admission Document will provide information on the Proposed Transactions and include notice of a General Meeting to seek Shareholder approval for the Proposed Transactions and certain resolutions. The General Meeting will be convened for 5 August 2022 at 11.30am at the Herbert Park Hotel, Ballsbridge, Dublin 4, Ireland.
San Leon is proposing a capital restructuring and issue of preference shares to San Leon Shareholders immediately prior to completion with the preference shareholders having a preferential right to the first $40m of future dividends paid by San Leon.
In addition Eroton, the operator of OML 18, is seeking to undertake a series of transactions to increase its interests in OML 18 and increase its funding facilities. Completion of these transactions (which are yet to be entered into) will be a condition of the Proposed Transactions.
Oisin Fanning, CEO, San Leon: "We are delighted to have entered into these agreements to effect the Proposed Transactions. We believe that this series of transactions, when completed, will be truly transformational for the Company and will deliver value to our shareholders. The transactions will not only increase our initial indirect economic interest in OML 18, a world class asset with unrealised potential, but also our interest in ELI and the new ACOES pipeline which we have long considered to be critical to the future success of OML 18 through the expected reduction of pipeline losses and increase in the uptime for export that it is expected to provide. Going forward these transactions will pave the way for the Company to deliver its strategy of becoming a significant participant in the Nigerian oil and gas market, positioning San Leon to take advantage of further transactional opportunities to enhance and grow our business."