NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.
RECOMMENDED CASH ACQUISITION
of
Trinity Exploration & Production Plc ("Trinity")
by
Lease Operators Limited ("Lease Operators")
to be effected by means of a scheme of arrangement under Part 26 of the Companies Act 2006
23 August 2024
Extension to timetable for publication of scheme document
On 2 August 2024, the boards of directors of Trinity and Lease Operators announced in accordance with Rule 2.7 of the Takeover Code (the "Rule 2.7 Announcement") that they had reached agreement on the terms of a recommended cash acquisition for the entire issued, and to be issued, share capital of Trinity by Lease Operators at a price of 68.05 pence per Trinity Share (the "Acquisition"), to be effected by means of a Court-sanctioned scheme of arrangement under Part 26 of the Companies Act 2006 (the "Scheme").
The Rule 2.7 Announcement noted that a shareholder circular containing full details of the Acquisition and the Scheme, along with notices of the Court Meeting and General Meeting (the "Scheme Document"), together with the associated forms of proxy, was expected to be published and sent to Trinity Shareholders in August 2024 in accordance with the Takeover Code.
The Trinity Directors today announce that they have sought and received the consent of the Panel to delay the publication of the Scheme Document to allow for coordination with the expected receipt of remaining regulatory approval relating to the Acquisition and agreement of a Court approved timetable for the Scheme.
Trinity Shareholders will be advised of the revised timetable for the publication of the Scheme Document as soon as practicable by the issuance of an announcement by Trinity through a Regulatory Information Service.
This announcement has been made with the consent of Lease Operators.
Defined terms used but not defined in this announcement shall have the meaning given to them in the Rule 2.7 Announcement.
| Trinity | |
| Jeremy Bridglalsingh, Chief Executive Officer Julian Kennedy, Chief Financial Officer Nick Clayton, Non- Executive Chairman | Via Vigo Consulting |
| Houlihan Lokey UK Limited (Financial Adviser to Trinity) | |
| Tom Hughes Tim Richardson | +44 (0)20 7839 3355 |
| SPARK Advisory Partners Limited (Nominated Adviser to Trinity) | |
| Mark Brady James Keeshan | +44 (0)20 3368 3550 |
| Vigo Consulting Limited (PR Adviser to Trinity) | |
| Finlay Thompson Patrick D'Ancona | +44 (0)20 7390 0230 |
| Lease Operators | +1 (868) 6773056 |
| Charles Anthony Brash Jr. | |
| Zeus (Financial Adviser to Lease Operators) | +44 (0)20 3829 5000 |
| James Joyce Antonio Bossi James Bavister Isaac Hooper | |
In connection with the Acquisition, Pinsent Masons LLP is acting as legal adviser to Trinity and The Legal Consultancy is acting as legal adviser to Trinity on Trinidad and Tobago law. RBG Legal Services Limited, trading as Memery Crystal, is acting as legal adviser to Lease Operators on English law and Hobsons is acting as legal adviser to Lease Operators on Trinidad and Tobago law;