Republic Bank Ltd chairman Ronald Harford will be one of the local businessmen on the new board of the still merging Bayfield Energy Holdings plc and Trinity Exploration and Production plc, according to listing documents at the London Stock Exchange.
Trinity is merging with Bayfield through a reverse takeover on London's junior stock exchange, the Alternative Investment Market (AIM). Bayfield is expected to be re-admitted to London's AIM as Trinity plc in mid-February 2013. It will become the first T&T-headquartered company to list on the London stock exchange. The company is also open for investment as it is now attempting to raise US$90 in more equity by issuing new ordinary shares.
Harford will be a non-executive director. Other directors upon re-admission will be:
�2 Bruce Alan Ian Dingwall (executive chairman)
�2 Joel Montgomery ("Monty") Pemberton (chief executive officer)
�2 Jonathan David Murphy (non-executive director)
�2 Charles Anthony Brash Junior (non-executive director)
�2 Finian Rory O'Sullivan, (non-executive director)
�2 David Archibald MacFarlane, (non-executive director)
The outgoing Bayfield board is comprised by:
�2 Finian Rory O'Sullivan (executive chairman)
�2 Hywel Rhys Richard John (chief executive officer)
�2 Andrey Pannikov (non-executive director)
�2 Jonathan Gervaise Fitzpatrick Cooke, (non-executive director)
�2 David Archibald MacFarlane, (non-executive director)
According to the AIM document published in accordance with Rule 2 of the AIM Rules for Companies, the "significant shareholders" after the company is admitted will be Bruce Dingwall, Charles Anthony Brash Junior, Andrey Pannikov, Finan O'Sullivan, Jonathan Murphy, Denham Capital Management held through Lower Guardian Investment (BVI) Holdings, Brian Thurley, Blackrock Inv Management, and David Segel.
Bayfield Energy Holdings plc is the parent company of an independent oil and gas exploration and production group, which was established in order to develop a portfolio of interests providing current production, near-term development, appraisal and exploration opportunities.
The group was established in 2008 by former executives of Burren Energy who left that company following its acquisition by Eni of Italy. Bayfield's ordinary share capital was first admitted to trading on AIM in July 2011.
On October 15, 2012, the company announced it had reached agreement on the terms of a conditional merger of Bayfield and Trinity Exploration and Production Ltd. Bayfield has conditionally agreed to acquire 100 per cent of Trinity's issued and to be issued share capital.
The enlarged group will be named Trinity Exploration and Production plc and will be the largest Trinidad focused independent exploration and production company. The enlarged group will have a diversified portfolio with 11 operated fields including assets onshore and offshore both the east and west coasts of Trinidad.
The enlarged group is currently producing approximately 3,965 barrels of oil per day, and as at June 30, 2012, had proved and probable reserves of 31 million barrels of oil (net) and contingent resources of 38 million barrels of oil equivalent (net) based on the directors' calculation of gas in terms of barrels of oil equivalent.
In addition, the enlarged group will hold an exploration licence over the Pletmos inshore block in South Africa.
The company said it intends to raise gross proceeds of US$50 million to accelerate its development programme and for "general corporate purposes" and up to a further US$40 million to fund a material and high value infrastructure-led exploration programme by way of a placing of new consolidated ordinary shares.
The proceeds of the placing are proposed to be used to accelerate delivery of what the directors and proposed directors believe to be significant upside that exists in the combined portfolio.
The merger constitutes a reverse takeover under the AIM Rules and is therefore conditional, inter alia, on the approval of Bayfield shareholders at a general meeting to be held in February.
