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Open Offer and Notice of General Meeting

Open Offer and Notice of General Meeting.

articleAscent Resources PlcApril 12, 20134/company/ascent-resources-plc/news/open-offer-and-notice-of-general-meeting-4
Open Offer and Notice of General Meeting

About this update from Ascent Resources Plc

[{"type":"text","content":"\n \nRNS Number : 1915C Ascent Resources PLC 12 April 2013  \n \n\nAscent Resources plc\n(\"Ascent\" or \"the Company\")\n Open Offer of up to 500,000,000 Ordinary Shares at 0.5 pence per share or 2,500,000 Convertible Loan Notes at 100 pence per Convertible Loan Note on the basis of 1 Offer Share for every 2.05 Existing Ordinary Shares or 1 Convertible Loan Note for every 410 Existing Ordinary Shares, Issue of the Incentive Loan Notes, Introduction of Incentive Scheme,\nApproval of the Waiver by the Takeover Panel\nAnd\nNotice of General Meeting\n \n \nFurther to the announcement of 24 December 2012 regarding the agreement with Henderson Global Investors Limited and Henderson Alternative Investment Advisor Limited (together, \"Henderson\") for the subscription by Henderson of convertible loan notes of up to £5.5 million in principal amount, £2.5 million of which were to be placed with Henderson subject to clawback from investors in an open offer (\"the Open Offer\") to all Ascent shareholders, the Directors are pleased to announce the terms of the Open Offer (\"the Fundraising\").\nOpen Offer\nQualifying Shareholders are invited to apply for Offer Shares under the Open Offer at a price of 0.5p per Offer Share or for Offer Loan Notes at a price of 100 pence per Convertible Loan Note, payable in full on application and free of all expenses, pro rata to their existing shareholdings on the basis of:\n1 Offer Share for every 2.05 Existing Ordinary Shares\n\nOr\n\n1 Offer Loan Note for every 410 Existing Ordinary Shares\nheld at the Record Date and so in proportion for any other number of Existing Ordinary Shares then held. Entitlements of Qualifying Shareholders will be rounded down to the nearest whole number of Offer Shares or Offer Loan Notes. Fractional entitlements which would have otherwise arisen will not be issued.\nThe Open Offer is conditional, inter alia, upon Admission and also upon the passing by Shareholders of the Fundraising Resolutions at the General Meeting which will give the Directors the necessary authorities to allot and issue equity securities and to dis-apply statutory pre-emption rights in respect of the allotment of the Offer Shares and Convertible Loan Notes in connection with this fundraising.\nRule 9 Whitewash\nIf the Convertible Loan Notes were to be fully converted by Henderson...

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