EGM to be held at 10.30am on 1st February 2007
Extraordinary General Meeting
Tower Resources Plc ("Tower" or the "Company"), the AIM listed oil and gas exploration and production company, has today posted a Circular to shareholders convening an Extraordinary General Meeting of the Company on 1 February 2007.
This follows the announcement on 21 December 2006 that the Company had entered into the Agile Commitment Letter by which Agile agreed to subscribe for the following two tranches of Ordinary Shares at a placing price of £0.02 per Ordinary Share ("Placing Price"):
(a) the first tranche of 45,000,000 of the Placing Shares (the "First Tranche"); and
(b) the second tranche of 7,000,000 of the Placing Shares (the "Second Tranche").
Agile’s obligation to subscribe for the First Tranche is conditional only upon admission of such shares to trading on AIM. The allotment of the First Tranche to Agile and receipt by the Company of the proceeds of £900,000 are due on 31 January 2007. It is expected that dealings in the First Tranche on AIM will commence at 8.00 a.m. on 5 February 2007.
Agile’s obligation to subscribe for the Second Tranche is conditional on, inter alia, the Company passing resolutions granting the Company’s directors authority to allot the Second Tranche pursuant to Sections 80 and 95 of the Companies Act 1985 and any other resolutions required to permit the allotment of the Second Tranche. Subject to the passing of these resolutions, the allotment of the Second Tranche to Agile and receipt by the Company of the proceeds of £140,000 are due by 30 April 2007. It is expected that, subject to the passing of those resolutions (and assuming payment on 30 April 2007), dealings in the Second Tranche on AIM will commence at 8.00 a.m. on 4 May 2007.
Update on Licences and use of proceeds
The Company is now into the second year of the first two-year Licence Periods for both its 100% owned Ugandan and Namibian Licences. Comprehensive technical evaluation has reinforced our view as to the prospectivity of both Licences. Commitments over the course of 2007 could amount to US$8 million and the company wishes to retain maximum flexibility to fully fund these commitments at its discretion so as to be able to optimise commercial terms with potential farm-in partners and to retain substantial interests where desirable. Farm-out activities have been underway for the Uganda Licence, Block EA5, for some months and there has been significant interest and commercial terms have been discussed with a small number of companies. The farm-out process has only recently begun for the Namibia Licence but serious interest has already been attracted.
The Company intends to apply the proceeds of the Agile Placing to meet operational commitments as they arise in 2007, to invest in the expansion of its oil and gas portfolio should partners be confirmed who will meet costs on existing Licences and for general working capital purposes.
A copy of the circular being sent to shareholders is available free of charge from the offices of Corporate Synergy Plc, 30 Old Broad Street, London EC2N 1HT.