27th Feb 2015 09:19
27 February 2015
| AIM/ASX Code: WHE
|
WILHORSE ENERGY LIMITED Issue of Shortfall Shares
|
As announced by the Company on 15 December 2014, the Company undertook a 5 for 1 pro rata renounceable entitlements issue (the "Entitlement Issue") and received applications for 19,158,525 Shares at an issue price of A$0.05 each under the entitlements offer (the "Offer"). The shortfall for the Offer is 56,510,305 Shares. In accordance with the terms of the Offer, the directors of Wildhorse (the "Directors") have discretion to offer the shortfall securities at the Offer price of A$0.05 either to themselves or to other parties (the "Shortfall Securities").
Directors' Participation
At the Company's annual general meeting held 25 November 2014, Shareholders approved the issue of the Shortfall Securities to the Company's Directors, Ian Middlemas, Mark Hohnen and Mark Pearce. As required by the ASX, Shareholders re-approved the issue of the Related Party Shortfall Shares to the Company's Directors at a general meeting of shareholders held on 28 January 2015 (the "General Meeting").
The Company currently has authority granted to it by shareholders at its General Meeting on 28 January 2015 for the issue of up to 25,000,000 new ordinary shares at A$0.05 each. The Directors have subscribed for 19,000,000 Shares as set out in the table below.
Director | Shares currently held | Shortfall Shares issued | Shares held at completion of Offer | Percentage Holding at completion of Offer |
Ian Middlemas | 1,000,000 | 10,000,000 | 11,000,000 | 12.11% |
Mark Hohnen | 33,219 | 5,000,000 | 5,033,219 | 5.54% |
Mark Pearce | - | 4,000,000 | 4,000,000 | 4.40% |
The Directors' participation in the issue is classified as a related party transaction in accordance with Rule 13 of the AIM Rules for Companies. As all the Directors are participating in the Shortfall Offer, there are no Directors independent of this transaction. Accordingly, the Company's Nominated Adviser, Grant Thornton UK LLP, confirms that it considers that the terms of the Director's participation in the issue of the Shortfall Securities are fair and reasonable insofar as the shareholders of the Company are concerned.
The remaining shortfall for the Offer is 28,010,305 Shares. In accordance with the terms of the Offer, the Directors have discretion to offer the Shortfall Securities at the Offer price of A$0.05 to other parties. The Directors may therefore offer any number of Shortfall Securities up to a maximum of 28,010,305 Shares. In accordance with the ASX Listing Rules, the remaining shortfall securities will be allotted in the coming weeks.
Settlement and dealings
Application has been made to the Australian Securities Exchange ("ASX") and the AIM market of the London Stock Exchange ("AIM") for 28,500,000 new ordinary shares, which rank pari passu with the Company's existing issued ordinary shares, to be admitted to trading on both the ASX and AIM. Dealings on AIM are expected to commence at 8:00 a.m. on or around 5 March 2015 (the "Admission").
Following the Admission of the issuing Shares, the Company's issued share capital will comprise 62,792,291 ordinary shares. The Company does not hold any shares in treasury. This figure of 62,792,291 ordinary shares may be used by the Company's shareholders 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.
For further information please visit www.wildhorse.com.au or contact:
Sam Cordin | Wildhorse Energy Limited | Tel: +61 8 9322 6322 |
Colin Aaronson/Jen Clarke/Jamie Barklem | Grant Thornton UK LLP | Tel: +44 (0)207 383 5100 |
Related Shares:
SO4.L