Get your SHINE on...Best GOLONG
The Board of Directors of Valiant Petroleum plc ("Valiant") is pleased to announce that, at the Court Meeting held earlier today, Valiant Shareholders voted by the requisite majority to approve the Scheme to implement the recommended acquisition of the entire issued and to be issued share capital of Valiant by Ithaca Energy Holdings (UK) Limited, a wholly-owned subsidiary of Ithaca Energy Inc. ("Ithaca"). In addition, the special resolution proposed at the subsequent General Meeting was duly passed.
Upon the Scheme becoming effective, Scheme Shareholders will receive 307 pence in cash and 1.33 Ithaca Consideration Shares for each Valiant Share held.
Court Meeting
At the Court Meeting, a poll was conducted on the resolution proposed and the results are detailed below:
| | Number of Scheme Shareholders who voted | Percentage of Scheme Shareholders who voted | Number of Scheme Shares voted | Percentage of Scheme Shares voted | Number of Scheme Shares voted as a percentage of issued share capital |
| For | 72 | 97.30% | 22,362,142 | 99.98% | 54.61% |
| Against | 2 | 2.70% | 5,244 | 0.02% | 0.02% |
| Total | 74 | 100.00% | 22,367,386 | 100.00% | 54.63% |
General Meeting
At the General Meeting, a poll was conducted on the special resolution proposed and the results are detailed below:
| | Number of Valiant Shares voted | Percentage of Valiant Shares voted |
| For | 19,214,694 | 99.97% |
| Against | 5,244 | 0.03% |
| Vote withheld* | Nil | Nil |
| Total | 19,219,938 | 100.00% |
* A vote withheld is not a vote in law and accordingly is not counted in the calculation of the proportion of votes for and against the special resolution.
Next steps
The hearing of the application by the Court to sanction the Scheme and to confirm the related Reduction of Capital is expected to take place on 18 April 2013. Subject to the Court sanctioning the Scheme and the satisfaction of the Conditions, it is expected that the Scheme will become effective on 19 April 2013 (the "Effective Date").
If the Scheme becomes effective on 19 April 2013, it will be binding on all Valiant Shareholders, whether or not they attended or voted in favour of the Scheme and the special resolution at the Meetings. The latest date for despatch of share certificates in respect of the Ithaca Consideration Shares to be issued pursuant to the Scheme will be 3 May 2013.
Trading of the Valiant Shares on AIM will be suspended from 7.30 a.m. on 18 April 2013. Application has been made to the London Stock Exchange for the cancellation of admission of the Valiant Shares to trading on AIM, with effect from 7.00 a.m. on the Effective Date. Prior to the Effective Date, Ithaca will make an application to the London Stock Exchange for the Ithaca Consideration Shares to be admitted to trading on AIM, with effect from 8.00 a.m. on 22 April 2013.
Ithaca has received approval from the Toronto Stock Exchange to list the Ithaca Consideration Shares conditional upon Ithaca fulfilling all routine listing requirements of the Toronto Stock Exchange.