17 December 2007
Lansdowne Oil & Gas plc (“Lansdowne” or “the Company”)
Results of general meeting
At the general meeting of the Company held earlier today all resolutions were duly passed, including a waiver of Rule 9 of the City Code on Takeovers and Mergers, which was passed unanimously on a poll.
As announced on 29 November 2007, Lansdowne has entered into a conditional agreement to acquire the entire issued share capital of Milesian Oil & Gas Limited for an initial consideration to be satisfied by the issue of 8,921,118 new ordinary shares in the Company, representing 30.0 per cent. of the enlarged issued share capital of the Company following admission of such shares to trading on AIM. Further deferred consideration to be satisfied by the issue of up to 8,110,099 new ordinary shares may be payable dependent upon the results of a 2D seismic programme over Milesian’s Celtic Sea acreage. The passing of the resolutions at today’s general meeting represents satisfaction of the penultimate condition of the acquisition, with the only remaining unsatisfied condition being the admission of the said 8,921,118 new ordinary shares.
Trading in the said 8,921,118 new ordinary shares is expected to commence on 18 December 2007, at which point completion of Lansdowne’s acquisition of Milesian will be effected.
Following admission, the Company will have in issue 29,737,071 voting ordinary shares of 5p each.
In addition, Lansdowne is pleased to confirm the appointment of Emmet Kevin Brown as director of business development and the appointments of Thomas Anderson and Richard Edward Pollock as non-executive directors of the Company with immediate effect.
Mr Brown, aged 57, is currently a director of Milesian Oil & Gas Limited. As a result of the acquisition of Milesian, Mr Brown will hold an interest of 2,951,102 ordinary shares in Lansdowne, equivalent to 9.92 per cent. of the enlarged issued share capital of Lansdowne following completion of the acquisition.
Mr Anderson, aged 62, is currently a director Inchicore Cinema Limited, Galway Cinemas Limited, Savoy Cinema (Sligo) Limited, Grokenda Holdings 1 Limited, Grokenda Holdings 2 Limited, Grokenda Properties Limited, Grokenda Restaurants Limited, Milesian Oil & Gas Limited, Tellhill Limited, Touchmann Limited, Mayfox Limited, Circle Oil Public Limited Company, Mansard Limited, Cinema Television Limited, The Stella Picture Theatre Limited, Milesian Oil Limited, Reservoir Investments Limited and Derrickbawn Court Management Limited. In the previous five years, Mr Anderson has also been a director of Roundwood Christmas Trees Limited and Fernmere Investments Limited.
As a result of the acquisition of Milesian, Mr Anderson will hold an interest of 3,443,390 ordinary shares in Lansdowne, equivalent to 11.58 per cent. of the enlarged issued share capital of Lansdowne following completion of the acquisition.
Mr Pollock, aged 59, is currently a director of Milesian Oil & Gas Limited and, in the last five years, has previously been a director of Miltiades Limited and CLAM Petroleum B.V. As a result of the acquisition of Milesian, Mr Pollock will hold an interest of 80,852 ordinary shares in Lansdowne, equivalent to 0.27 per cent. of the enlarged issued share capital of Lansdowne following completion of the acquisition.
Mr Brown, Mr Anderson and Mr Pollock have confirmed that there is no further information required to be disclosed under paragraph 17 of the AIM Rules.
|Lansdowne Oil & Gas plc|
|Steve Boldy, CEO||01224 748 480|
|Chris Moar, FD||01224 748 480|
|John East & Partners Limited|
|Simon Clements||020 7628 2200|
|Nick Elwes / Paddy Blewer||020 7457 2020|
Lansdowne Oil and Gas plc
Arnhall Business Park
Tel: +44 (0)1224 748480
Fax: +44 (0)1224 748481