Exercise of subscription rights


 

TIDMQOGT 
 
RNS Number : 7560I 
Quorum Oil and Gas Tech. Fund Ld 
18 March 2010 
 

  Not for release, publication or distribution in, or into, the United States, 
                          Canada, Australia or Japan. 
 
+------------------------------+------------------------------+ 
| Press Release                |                18 March 2010 | 
+------------------------------+------------------------------+ 
 
 
 
 
                   Quorum Oil and Gas Technology Fund Limited 
 
                     ("Q-OGT", "the Fund" or "the Company") 
 
             Exercise of subscription rights by holders of warrants 
 
Quorum Oil and Gas Technology Fund Limited (the "Company") reminds warrant 
holders that in accordance with the terms and conditions of the Warrants, the 
right to subscribe for Participating Redeemable Preference Shares (the "Shares") 
will be exercisable on 1 April 2010. 
 
Each Warrant carries the right to subscribe ("Subscription Rights") for one 
Share in cash at the price per Share of US$10 (the "Conversion Price") payable 
in full on subscription for all or any number of the Warrants in respect of 
which you are registered as the holder. 
 
The Share and Warrant prices as at the close of business on 16 March 2010 were 
US$10.13 and US$0.25 respectively. 
 
Subscription through CREST 
 
CREST sponsored members should refer to their CREST sponsor who will be able to 
take the necessary action specified below to exercise their subscription rights. 
 CREST members who wish to exercise rights to subscribe should refer to the 
CREST Reference Manual for further information on the CREST procedures referred 
to below. 
To be valid the Prescribed Notice must comprise an Unmatched Stock Event ("USE") 
instruction (as defined in the CREST Reference Manual) in the form and with the 
content prescribed below. 
 
The USE instruction will have the effect, on settlement, of transferring the 
number of Warrants conferring the subscription rights which are being exercised 
from the relevant CREST stock account of the holder of the Warrants to the CREST 
stock account of the Company's registrars, Ogier Fund Administration (Guernsey) 
Limited (the "Registrars"), in its capacity as Receiving Agent, under the 
participant ID and member account ID specified below. 
 
The USE instruction must be properly authenticated in accordance with the 
requirements of CRESTCo Limited ("CRESTCo") and, in addition to the other 
information that is required for settlement in CREST, must contain the following 
details: 
+-------+-------------------------------------------------------+ 
| 1.    | the number of Warrants conferring the subscription    | 
|       | rights to be exercised;                               | 
+-------+-------------------------------------------------------+ 
| 2.    | the aggregate cash amount payable for the number of   | 
|       | Shares to be subscribed for (this must be equal to    | 
|       | the number of Warrants referred to in (i) above       | 
|       | multiplied by the subscription price of US$10)        | 
|       | expressed in US Dollars;                              | 
+-------+-------------------------------------------------------+ 
| 3.    | the participant ID of the holder of the Warrants,     | 
|       | which is 0RA23;                                       | 
+-------+-------------------------------------------------------+ 
| 4.    | the member account ID of the holder of the Warrants,  | 
|       | which is QUORUM;                                      | 
+-------+-------------------------------------------------------+ 
| 5.    | the Corporate Action No. - Please confirm this with   | 
|       | CRESTCo before subscribing;                           | 
+-------+-------------------------------------------------------+ 
| 6.    | the Corporate Action ISIN, which is GG00B3B9W007 ;    | 
|       | and                                                   | 
+-------+-------------------------------------------------------+ 
| 7.    | the intended settlement date, which is 1 April 2010   | 
|       | (other than in the case of a USE instruction received | 
|       | after 2.30 p.m. on 1 April 2010 but prior to expiry   | 
|       | of the Subscription Period, in which case the         | 
|       | intended settlement date will be 6 April 2010).       | 
+-------+-------------------------------------------------------+ 
 
You should note that only Prescribed Notices received by 2.30 p.m. on 1 April 
2010 will be settled by CREST on that day. Prescribed Notices received after 
2.30 p.m. but before 3.30 p.m. on 1 April 2010 will be settled by CREST on 6 
April 2010. 
 
Subscription in Certificated form 
 
If you wish to exercise your Subscription Right on 1 April 2010, you should 
complete the notice(s) of subscription on the back of your Warrant 
certificate(s) in respect of the number of Shares for which you wish to 
subscribe.  The notice(s) of subscription must be signed and, in the case of 
joint holders, all Warrantholders must sign. 
 
Having completed the notice of subscription on each relevant Warrant 
certificate, you should send the Warrant certificate(s) (which will be retained 
by the Registrars) and, if appropriate, the Form(s) of Nomination signed by the 
relevant person(s), together with a certified cheque (post dated cheques will 
not be accepted) by way of payment for the number of Shares for which you wish 
to subscribe at the Conversion Price to: Ogier Fund Administration (Guernsey) 
Limited, Ogier House, St Julian's Avenue, St. Peter Port, Guernsey GY1 1WA  so 
as to arrive at any time from and including 2 March 2010 but in any event to 
arrive not later than 3.30 (GMT) p.m. on 1 April 2010. Once lodged, a notice of 
subscription will be irrevocable save with the consent of the Directors of the 
Company. Cheques or other remittances are sent at the risk of the Warrantholder. 
 
Additional information 
 
Rights to dividends 
 
Shares allotted pursuant to the exercise of Subscription Rights will not rank 
for any dividends or other distributions declared, paid or made on the Shares by 
reference to a record date prior to 1 April 2010 in particular will not be 
entitled to receive a dividend, if so declared, in respect of the three month 
period of 31 March 2010, as the case may be but, subject to this, will rank in 
full for all dividends and other distributions declared, paid or made on the 
Shares and otherwise will rank pari passu in all other respects with the Shares 
in issue at the relevant Subscription Date. 
 
Taxation 
 
The following only applies if Shares are being held as a capital asset not as 
trading stock.  Under existing legislation the exercise of subscription rights 
will not of itself constitute a disposal for the purpose of taxation on capital 
gains; the base cost of the Warrants, together with the amount paid on 
subscription, will form the base cost in computing the gain or loss on a 
subsequent disposal of the Shares so acquired.  A subsequent disposal of some or 
all of the Shares resulting from the exercise of subscription rights may give 
rise to a liability to taxation on any capital gain realised. The allotment of 
Shares on the exercise of subscription rights to a person nominated by you 
(which will not be permitted in respect of Warrants in uncertificated form) may 
give rise to a liability to inheritance tax and/or taxation on capital gains 
and/or stamp duty reserve tax. 
 
                                    - Ends - 
For further information: 
 
+----------------------------------+--------------------------------+ 
| Investment Manager               |                                | 
+----------------------------------+--------------------------------+ 
| Quorum Group                     |                                | 
+----------------------------------+--------------------------------+ 
| Wanda Dorosz, Managing Partner & |           Tel: +1 416 971 6998 | 
| CEO                              |                                | 
+----------------------------------+--------------------------------+ 
|                                  |              wdorosz@quorum.ca | 
+----------------------------------+--------------------------------+ 
| David Sefton, Quorum European    |          Tel: +44 (0) 7989 333 | 
| Partners LLP                     |                            371 | 
+----------------------------------+--------------------------------+ 
|                                  | david.sefton@quorum-london.com | 
+----------------------------------+--------------------------------+ 
 
+--------------------------------+----------------------------+ 
| Numis Securities               |                            | 
+--------------------------------+----------------------------+ 
| Nathan Brown, Corporate        |  Tel: +44 (0) 20 7260 1426 | 
| Broking                        |                            | 
+--------------------------------+----------------------------+ 
 
Media enquiries: 
 
+--------------------------------+----------------------------+ 
| Abchurch                       |                            | 
+--------------------------------+----------------------------+ 
| Henry Harrison-Topham / Mark   |  Tel: +44 (0) 20 7398 7702 | 
| Dixon                          |                            | 
+--------------------------------+----------------------------+ 
| henry.ht@abchurch-group.com    |     www.abchurch-group.com | 
+--------------------------------+----------------------------+ 
 
Notes to editors: 
 
Quorum Oil and Gas Technology Fund Limited ("Q-OGT") is a registered 
closed-ended investment company incorporated in Guernsey to provide expansion 
capital to companies which own and/or are developing proven proprietary 
technology which may have a potentially significant effect on the oil and gas 
industry.  The Fund is managed by the Quorum Group, a 23 year old strategic 
sector private equity firm, headquartered in North America, which also has a 
subsidiary and office in London, Quorum European Partners LLP.  Q-OGT was 
admitted to the Official List of the UK Listing Authority and to trading on the 
London Stock Exchange on 7 January 2008. Its stock market EPIC is QOGT.L. 
Further information can be found at www.q-ogtfund.com 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
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