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FMS & ADA Update

FMS & ADA Update.

articleCaspian Sunrise PlcFebruary 19, 20084/company/caspian-sunrise-plc/news/fms-and-ada-update
FMS & ADA Update

About this update from Caspian Sunrise Plc

[{"type":"text","content":"\n Roxi Petroleum Plc\n19 February 2008\n\n\nRoxi Petroleum Plc\n(the 'Company')\n\n\nExtension to the ADA Option and Update on FMS Investment\n\n\nThe company is pleased to announce the option to acquire 50% interests in ADA\nand ADA Oil, which was due to expire on 31 March 2008, has been extended to 30\nSeptember 2008.\n\nThe consideration for this extension is $3.2m to be paid in cash, which is\nrefundable in the event the acquisition of interests in ADA and ADA Oil do not\ncomplete and is deductible from the purchase price upon completion.\n\nOther than the change to the exercise date the other changes to the terms of the\noption are that the aggregate purchase price is $340m (previously $425m) and the\nCompany's shares are to be issued at 65 p per share (previously 80 p). All other\nterms and conditions of the option are as detailed in the Company's Admission\nDocument of 31 January 2008.\n\nThe option extension is a related party transaction under the AIM Rules as the\ncounterparties are Mr Kuat Oraziman, a director of the Company, and Vertom\nInternational N.V. ('Vertom'), a company in which Mr Oraziman has an interest in\n50% of the share capital.\n\nWith the exception of Mr Oraziman, the directors of the Company consider, having\nconsulted with its nominated adviser, that the terms of the option extension are\nfair and reasonable in so far as its shareholders are concerned.\n\n\nUpdate on FMS investment\n\nOn 12 December 2007, the Company entered into a non binding memorandum of\nunderstanding ('MOU') with Vision FMS Korea Co. Ltd. ('FMS'). Under the MOU, FMS\nindicated its intention, prior to 29 February 2008, to enter into a subscription\nagreement to subscribe for 17,857,143 new Ordinary Shares in the Company at a\nprice of 70 pence per share ('the Subscription Agreement') for an aggregate cash\nconsideration of US$25m (based on an agreed exchange rate of US$2 : £1).\n\nThe Company announces that FMS has not yet entered into the Subscription\nAgreement for these shares. In the event that FMS does enter into a Subscription\nAgreement, the funds subscribed would be paid by Roxi to the Eragon Vendors and\nVertom in lieu of shares, as detailed in the Company's Admission Document of 31\nJanuary 2008.\n\nInvestors are reminded that the completion of the Eragon acquisition, which is\nsubject to Roxi shareholder approval at...

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