Acquisition of Valiant by Ithaca Energy 18 April 2013
RECOMMENDED ACQUISITION OF VALIANT PETROLEUM PLC BY ITHACA ENERGY HOLDINGS (UK) LIMITED (A WHOLLY-OWNED SUBSIDIARY OF ITHACA ENERGY INC.)
Court sanction of the Scheme and confirmation of the Reduction of Capital The Board of Directors of Valiant Petroleum plc ("Valiant") is pleased to announce that the High Court of Justice of England and Wales has today, 18 April 2013, made an order (the "Court Order") sanctioning the Scheme by which the acquisition of Valiant by Ithaca Energy Holdings (UK) Limited, a wholly-owned subsidiary of Ithaca Energy Inc. ("Ithaca"), is being implemented and confirming the Reduction of Capital. In order for the Scheme to become effective, the Court Order relating to the Scheme and the associated Reduction of Capital must be delivered to the Registrar of Companies. It is expected that the Court Order will be delivered to the Registrar of Companies tomorrow, 19 April 2013, and accordingly the Scheme will become effective on that date. Following application by Valiant to the London Stock Exchange, trading in Valiant Shares on AIM was suspended at 7.30 a.m. today, 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, expected to be 19 April 2013. Those Scheme Shareholders who were on the register of members at the Scheme Record Time (being 6.00 p.m. on 17 April 2013) will be entitled to receive 307 pence in cash and 1.33 Ithaca Consideration Shares for each Valiant Share held. Application has been made to the London Stock Exchange for 56,952,321 Ithaca Consideration Shares to be admitted to trading on AIM, and crediting of the Ithaca Consideration Shares to CREST accounts, is expected to occur by 8.00 a.m. on 22 April 2013. Ithaca has received conditional approval from the Toronto Stock Exchange to list the Ithaca Consideration Shares conditional upon Ithaca fulfilling all of the listing requirements of the Toronto Stock Exchange. The latest date for despatch of share certificates in respect of the Ithaca Consideration Shares due under the Scheme will be 3 May 2013. Settlement of cash consideration will be effected by Ithaca Energy Holdings (UK) Limited no later than 3 May 2013, either through CREST or by cheque, as applicable. A detailed timetable of principal events for the Scheme is set out on page 10 of the Scheme Document dated 12 March 2013. Defined terms used but not defined in this announcement have the meanings set out in the Scheme Document.
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