TIDMTXO
RNS Number : 2252I
TXO PLC
23 March 2015
TXO PLC
("TXO" or the "Company")
Statement re trading on AIM
Issue of equity
Conversion of 2015 Convertible Loan Note
TXO PLC, the AIM-quoted energy resource and clean technology
investment company, announces an update on its status on AIM.
The Board had decided that, in order to maximise the value to
shareholders, the preferred route was for the plc to remain on AIM,
with a new business injected, and for the current investments to
form part of a new plc and list on another quoted exchange. The
intention was that Shareholders would have shareholdings in both
entities.
Over the last few weeks the Company had successfully identified
a potential significant corporate transaction together with a new
Nomad to act in the processing of this transaction. Unfortunately
under AIM rule 1, the Company has not got sufficient time for this
to be executed. Therefore the Company will have its listing on AIM
cancelled as from 7.00 a.m on Tuesday 24(th) March.
Following the suspension of the trading of the Company's
ordinary shares on AIM, TXO is pleased to announce that in order to
allow trading of its ordinary shares it has appointed JP Jenkins to
provide a matched bargain dealing facility effective from the
24(th) March 2015. (See Below). JP Jenkins is to be issued 5,000
ordinary shares of 10p for the facility for a one year period.
It is the intention of the Board for TXO to relist on another
alternative Recognised Investment Exchange to enable shareholders
to monetise their shareholding in due course.
Operationally the impact of leaving AIM will be to significantly
reduce the Company's overheads and the management time on the
services required to comply with AIM regulation.
Shareholders will not have the ability to buy and sell on the
AIM market maker driven system. However, the Board believes that
the market value on AIM did not adequately reflect the sum of the
parts within TXO, and as a consequence the quotation was of limited
value for existing shareholders seeking proper full value and of no
value to the Company in terms of accessing capital.
The Company will continue to maintain an active website and will
create greater functionality for shareholders to follow its
progress. Shareholders are advised to register online at
info@txoplc.co.uk if they have not already done so to receive
regular news updates.
All the underlying investments in TXO are making progress. Grand
Bahama Group ("GBG") is expected to sign a substantial contract (as
highlighted in our announcement of the 21(st) January) with the
Bahamian Government regarding the remediation of oil at the Clifton
Pier power station.
TXO has reduced its medium/long term debt significantly through
the recent conversion of loans into equity and is adequately
financed in the short term through funds received over the last
four months.
As announced on the 21(st) January, the Company has active
discussions ongoing with private equity funders at both an
associate level and the holding company level.
The Company is in the process of finalising its accounts and
these will include a more detailed outlook going forward.
Conversion of 2015 Convertible Loan Note
The Company announces that it has received notice of exercise of
conversion rights in respect of GBP112,500 of the GBP309,357
convertible security, Convertible Loan Note October 2015 ("CLN
2015"), as announced on 7(th) October 2014. The above convertible
loans have an interest payment owing of GBP10,815. The lenders will
take this in shares in TXO plc, and therefore a further 10,815 new
ordinary shares of 10 pence each will be issued, following
rounding. Following the issuance of the shares in the conversion,
the balance of the Convertible Loan Note 2015 outstanding will be
GBP191,270. The figure for the amount outstanding announced on
19(th) March was incorrect.
The conversion is by way of a deed of variation on the original
terms with agreed conversion into shares now. This involves the
capitalisation of interest accrued to date and interest that would
be payable by the end of the period of the loan and conversion into
shares at the same rate.
It is the intention of the Directors and staff to also convert
their CLNs totalling GBP103,217, in due course.
In total 128,315 Ordinary Shares ("New Ordinary Shares") will be
issued by the Company. The New Ordinary Shares will rank pari passu
in all respects with the existing Ordinary Shares of the
Company.
Following issuance, including the shares to JP Jenkins, the
Company's enlarged issued share capital will comprise 1,596,428
Ordinary Shares with voting rights. The Company does not hold any
shares in treasury. This figure of 1,596,428 Ordinary Shares may
therefore be used by shareholders in the Company as the denominator
for the calculations by which they will determine if they are
required to notify their interest in, or a change in their interest
in, the share capital of the Company under the FCA's Disclosure and
Transparency Rules.
23(rd) March 2014
For further information, please contact:
TXO PLC
Tim Baldwin, Chairman
and CEO
Or email info @txoplc.co.uk +44 (0) 207 518 4300
Lothbury Financial Services
Limited
Michael Padley / Chris
Roberts +44 (0) 203 440 7620
Editors' Note
JP Jenkins
JP Jenkins is a trading division of Peterhouse Corporate Finance
Limited which is Authorised and Regulated by the Financial Conduct
Authority, a Member of the London Stock Exchange, a GXG Markets
Corporate Adviser and an ISDX Growth Market Corporate Adviser.
Should you wish to buy or sell ordinary shares in the Company,
you must use your existing stockbroker, should you have one, who in
turn will contact JP Jenkins, who will try to identify a
corresponding seller or buyer of the shares.
Further details including indicated price along with a history
of transactions will be available on the J P Jenkins website which
is located at www.jpjenkins.ltd.uk
TXO PLC
TXO PLC, the AIM quoted oil and gas investment company, has four
main investments namely: The Grand Bahama Group Limited ("GBG")
which is establishing a waste oil collection facility and
Hydrocarbon Recovery Plant in the Bahamas at Freeport and also
produces oil from its leases in Western Kentucky, USA; Oil Recovery
Services Limited ("ORS"), which has proprietary technology for the
reprocessing of contaminated oils and the remediation of dirty
water; Oil Tech Royalties Inc ("OTR"), a joint venture company with
a licence to commercialise a proprietary acoustic flow reactor
valve; Athabasca Resources Limited ("Athabasca Resources") which
has signed an agreement to acquire a 50 per cent. farm-in interest
in certain Alberta Crown Leases covering 7,936 hectares in the
Athabasca oil sands in Alberta, Canada. TXO also has an interest in
Tasmania Oil and Gas Limited ("TOG") a joint venture company set-up
to exploit a gas and oil opportunity in Tasmania, Australia, which
is non-core.
TXO currently holds a 35.67 per cent. interest in GBG, a 25.1
per cent. interest in ORS, a 30 per cent. interest in OTR and an
18.8 per cent. interest in Athabasca Resources. It retains a 25 per
cent. interest in TOG.
Ends
This information is provided by RNS
The company news service from the London Stock Exchange
END
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