TIDMRRE
RNS Number : 2571X
Viaro Energy Limited
26 August 2020
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 OF
THAT JURISDICTION
FOR IMMEDIATE RELEASE
26 August 2020
VIARO ENERGY LIMITED
AMENDMENT TO FACILITY AGREEMENT
Viaro Energy Limited (the "Company") announces that, following
on from the announcement dated 06 July 2020, the Company has today
signed a letter of amendment with Viaro Investment Limited as
guarantor and H.H. Sheikh Zayed bin Suroor bin Mohammed Al Nahyan
as financier, in respect of the GBP250,000,000 facility agreement
entered into on 03 July 2020 (the "Facility Agreement"), one of two
facilities entered into in connection with the acquisition of
Rockrose Energy plc.
The letter of amendment extends the period during which the
Facility is available for utilisation to the date falling 3 years
after the date of the Facility Agreement and extends the date on
which any loans provided under the Facility Agreement must be
repaid to the date falling three years after the date of first
utilisation of the loans. The letter also clarifies that, in
addition to funding the Acquisition, the Facility may be used for
the general corporate and working capital purposes of the Company
and its subsidiaries.
Capitalised terms in this announcement, unless otherwise
defined, have the meaning given to them in the announcement dated
06 July 2020.
Enquiries:
Viaro Energy Limited / Viaro Investment Limited (via Hannam)
Francesco Mazzagatti
H&P Advisory Limited (Sole Financial Advisor to Viaro
Energy)
Giles Fitzpatrick
Samuel Merlin
Andrew Chubb
Tel: +44 (0) 20 7907 8500
Vigo Communications Limited (PR to Viaro and Viaro Energy)
Patrick d'Ancona
Chris McMahon
Tel: +44 (0) 20 7390 0240
DAC Beachcroft LLP is retained as legal adviser to Viaro
Energy.
Important Notices about the Financial Advisor
H&P Advisory Limited ("Hannam"), which is authorised and
regulated by the FCA in the United Kingdom, is acting exclusively
as financial adviser to Viaro Energy and no one else in connection
with the Acquisition and the subject matter of this Announcement,
and shall not be responsible to anyone other than Viaro Energy for
providing the protections afforded to clients of Hannam, or for
providing advice in connection with the Acquisition and the subject
matter of this Announcement. Neither Hannam nor any of its
subsidiaries, branches or affiliates owes or accepts any duty,
liability or responsibility whatsoever (whether direct or indirect,
whether in contract, in tort, under statute or otherwise) to any
person who is not a client of Hannam in connection with this
Announcement, any statement contained herein or otherwise.
Disclosure requirements of the Code
Under Rule 8.3(a) of the Code, any person who is interested in 1
per cent. or more of any class of relevant securities of an offeree
company or of any securities exchange offeror (being any offeror
other than an offeror in respect of which it has been announced
that its offer is, or is likely to be, solely in cash) must make an
Opening Position Disclosure following the commencement of the Offer
Period and, if later, following the Announcement in which any
securities exchange offeror is first identified. An Opening
Position Disclosure must contain details of the person's interests
and short positions in, and rights to subscribe for, any relevant
securities of each of (i) the offeree company and (ii) any
securities exchange offeror(s). An Opening Position Disclosure by a
person to whom Rule 8.3(a) applies must be made by no later than
3.30 p.m. on the 10(th) Business Day following the commencement of
the Offer Period and, if appropriate, by no later than 3.30 p.m. on
the 10(th) Business Day following the Announcement in which any
securities exchange offeror is first identified. Relevant persons
who deal in the relevant securities of the offeree company or of a
securities exchange offeror prior to the deadline for making an
Opening Position Disclosure must instead make a Dealing
Disclosure.
Under Rule 8.3(b) of the Code, any person who is, or becomes
interested in 1 per cent. or more of any class of relevant
securities of the offeree company or of any securities exchange
offeror must make a Dealing Disclosure if the person deals in any
relevant securities of the offeree company or of any securities
exchange offeror. A Dealing Disclosure must contain details of the
dealing concerned and of the person's interests and short positions
in, and rights to subscribe for, any relevant securities of each of
(i) the offeree company and (ii) any securities exchange offeror,
save to the extent that these details have previously been
disclosed under Rule 8. A Dealing Disclosure by a person to whom
Rule 8.3(b) of the Code applies must be made by no later than 3.30
p.m. on the Business Day following the date of the relevant
dealing.
If two or more persons act together pursuant to an agreement or
understanding, whether formal or informal, to acquire or control an
interest in relevant securities of an offeree company or a
securities exchange offeror, they will be deemed to be a single
person for the purpose of Rule 8.3. Opening Position Disclosures
must also be made by the offeree company and by any offeror and
Dealing Disclosure must also be made by the offeree company, by any
offeror and by any persons acting in concert with any of them (see
Rules 8.1, 8.2 and 8.4 of the Code).
Details of the offeree and offeror companies in respect of whose
relevant securities, Opening Position Disclosures and Dealing
Disclosures must be made can be found in the Disclosure Table on
the Panel's website at www.thetakeoverpanel.org.uk, including
details of the number of relevant securities in issue, when the
Offer Period commenced and when any offeror was first identified.
You should consult the Panel's Market Surveillance Unit on +44
(0)20 7638 0129 if you are in any doubt as to whether you are
required to make an Opening Position Disclosure or a Dealing
Disclosure.
Publication on Website and Availability of Hard Copies
A copy of this announcement and the letter of amendment will be
made available pursuant to Rule 26 of the Code on Viaro Energy's
website at http://www.viaro.co.uk (subject to any applicable
restrictions relating to persons resident in Restricted
Jurisdictions) For the avoidance of doubt, neither the content of
any website referred to in this announcement nor the content of any
website accessible from hyperlinks is incorporated into or forms
part of this announcement.
If you have received this announcement electronically, you may
request a hard copy of this announcement, free of charge, by
calling Link Asset Services on +44 (0)37 1664 0321. Calls are
charged at the standard geographic rate and will vary by provider.
Calls outside the United Kingdom will be charged at the applicable
international rate. The helpline is open between 9.00 a.m. and 5.30
p.m., Monday to Friday excluding public holidays in England and
Wales. Different charges may apply to calls from mobile telephones
and calls may be recorded and randomly monitored for security and
training purposes. The helpline cannot provide advice on the merits
of the Proposals nor give any financial, legal or tax advice. You
may also request that all future documents, announcements and
information be sent to you in relation to the Acquisition should be
in hard copy form.
If you are in any doubt about the contents of this announcement
tor the action you should take, you are recommended to seek your
own independent financial advice immediately from your stockbroker,
bank manager, solicitor, accountant or independent financial
adviser duly authorised under the Financial Services and Markets
Act 2000 (as amended) if you are resident in the United Kingdom,
or, if not, from another appropriately authorised independent
financial adviser.
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END
MSCUNVNRRRUWUAR
(END) Dow Jones Newswires
August 26, 2020 13:08 ET (17:08 GMT)
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