Acquisition of WGP Exploration Ltd (2540S)
17 Novembro 2011 - 5:01AM
UK Regulatory
TIDMTHAL
RNS Number : 2540S
Thalassa Holdings Limited
17 November 2011
17 November 2011
Thalassa Holdings Ltd
("THAL" or the "Company")
Acquisition of WGP Exploration Ltd
(AIM: THAL)
The Board of THAL is delighted to announce the acquisition of
WGP Exploration Limited ("WGPE"), the Company's long term operating
partner with leading industry experience in 4-D seismic, used in
Permanent Reservoir Monitoring ("PRM"). The consideration is to be
satisfied by the issue of 2,688,707 ordinary shares in the Company
(the "Consideration Shares"). The value of the Consideration
Shares, based on the agreed price of GBP0.30 per share is of
GBP806,612.
The two businesses have been working closely together since
THAL's admission to AIM in July 2008. WGPE has an experienced
operational team which currently operate both of Thalassa Energy
Services Ltd's Portable Modular Source Systems (PMSS(TM)); one in
life of field seismic surveys at BP's Valhall field in the North
Sea and the second in the survey recently completed for ION
Geophysical Corporation as part of their Arctic exploration
programme.
Based on management accounts, WGPE's revenues for the 12 months
to 31 October 2011 were approximately $7.3m. However this includes
intra-group revenues with sister companies of WGPE which will not
continue post the transaction. Excluding these revenues, the
turnover for WGPE would have been around $6.0m, the majority of
which derives from the two contracts mentioned above; profits on
the same adjusted basis are approximately $0.2m. WGPE currently has
contracted revenues for 2012 of approximately $2.3m. THAL's Board
believes that combining the two companies should lead to
operational and commercial synergies and that the transaction has
the potential to be significantly earnings enhancing in 2012.
Following the acquisition, the WGPE shareholders will hold 29.7%
of the enlarged Company (including the 2.5% of the Company
currently owned by the majority shareholder in WGPE) or 24.5% on a
fully diluted basis (including the 2.0% of the Company currently
owned by the majority shareholder in WGPE). There will be no
immediate change in the composition of the Board.
Duncan Soukup, Chairman of Thalassa, commented: "I am very
excited by the acquisition of our operating partner, WGP
Exploration Ltd, which provides the Company with a highly skilled
and motivated team with a proven track record of successfully
operating both our PMSS(TM) units. I consider this acquisition to
be in the best interest of both companies' shareholders and look
forward to the integration of WGPE's operations into the group,
which not only represents a major step forward for both parties,
but creates a substantial platform for further internal and
external growth in the future."
Application for admission of the Consideration Shares has been
made and admission is expected to occur and dealings to commence at
8.00am on 23 November 2011. Following the issue of the
Consideration Shares, the Company will have 11,188,707 ordinary
shares in issue of which 1,300,000 ordinary shares are held in
Treasury leaving 9,888,707 ordinary shares as the figure that
should be used as the denominator by shareholders wishing to
calculate their percentage interests in accordance with FSA's
Disclosure Rules.
For further information please contact:
Duncan Soukup, Chairman Tel: + 33 (0) 6 78 63 26 89
Thalassa Holdings Ltd
Antony Legge/James Felix Tel: + 44 (0)20 7776 6550
Daniel Stewart & Company plc
www.thalassaholdingsltd.com
Notes to Editor:
Thalassa Holdings Ltd, incorporated and registered in the BVI in
2007 and listed on AIM in July 2008, is a holding company with a
focus on Marine Seismic operations.
WGPE's head office is located in Bude, Cornwall and further
information is available on the company's website
www.wgpgroup.co.uk
This information is provided by RNS
The company news service from the London Stock Exchange
END
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