Notice of EGM

RNS Number : 3879G
White Nile Limited
22 October 2008

White Nile Ltd / Ticker: WNL / Index: AIM / Sector: Oil & Gas

22nd October 2008

White Nile Ltd ('White Nile' or 'the Company')

Update and Notice of EGM

White Nile Ltd, the AIM listed oil and gas exploration company, is pleased to provide an update on its situation in Southern Sudan and hereby gives notice that an Extraordinary General Meeting of the Company will be held at Elizabeth House, Les Ruettes Brayes, St Peter Port, Guernsey, on 11 November 2008 at 8.30 a.m.  A circular containing notice of the EGM will be posted to shareholders shortly.

Background and Update

On 9 January 2005, a Comprehensive Peace Agreement ('CPA') was struck between North and South Sudan which officially terminated hostilities between the two regions. This internationally endorsed agreement contained numerous protocols setting out a structure for the advancement of Sudan and for the development of its assets. It included the possibility for the autonomous South to secede totally through the implementation of a referendum in the South on the sixth anniversary of the signing of the CPA.

Subsequent to the signing of the CPA, White Nile was awarded full exploration and development rights to Block Ba, by the Government of Southern Sudan ('GOSS') and Nile Petroleum Corp ('NilePet'), the southern Sudanese national oil company, in return for 155 million new ordinary shares in White Nile.  Following this, White Nile embarked on extensive exploration activities on the block to assess its carboniferous potential as well as initiating significant community development activities. 

However, political uncertainty continues in Sudan and the implementation of the protocols agreed on the signing of the CPA is proving, in many parts, difficult to effect.  This is particularly relevant to those protocols concerning border issues, including the oil rich Abyei region, the equitable partition of oil revenues and the development of natural resources, including oil

As reported in previous announcements, White Nile's exploration operations on Block Ba are suspended pending clarification of title.  The Company had been assured by the GOSS and its representatives that the original agreement signed for the development of Block Ba was valid.  Subsequently, the Company was informed that if White Nile was not going to be the sole developer of Block Ba, it would be included in a consortium that would explore and develop the enlarged Block B, which would include Block Ba as well as Blocks Bb and Bc.  

Indeed, when a delegation of Southern Sudanese government officials, headed by His Excellency the Vice President of the Government of Southern Sudan, Dr Riek Machar, came to London in September 2007, they met with the Board, its nominated adviser and certain shareholders, and reiterated that if White Nile was not to be the sole developer of Block Ba, the Company would receive a 22.5% interest in the aforementioned consortium put together to develop the enlarged Block B.

Notwithstanding these assurances, the confirmation of the consortium and White Nile's participation therein remains outstanding. With this ongoing uncertainty and lack of clarity regarding title to Block Ba, the Company and GOSS have agreed that the GOSS' shares in White Nile, held through NilePet, should be converted into non-voting deferred shares until complete clarity of title can be given as to the Company's position within Block Ba or an acceptable position within a consortium to develop the aforementioned enlarged Block B is granted.  On receipt of positive clarity, the GOSS' share holding will revert back to new ordinary shares.  

White Nile remains strongly supportive of the GOSS.  Having conducted extensive exploration work on Block Ba, particularly in the Jonglei province, and invested significant funds, the Board of White Nile looks forward to a positive resolution of title issues, although remains cognisant of the present political uncertainties.  The Company hopes to continue a positive relationship with the GOSS, NilePet and the people of Southern Sudan, and wishes the country well as it approaches the referendum for total independence on January 2011, as endorsed by the international community.

At the EGM, resolutions will be proposed as follows: 

(1)        To amend the existing Articles of Association of the Company by the deletion of the existing Article 4 and its replacement with the following which sets the rights of the Deferred Shares:
4.1       The authorised share capital of the Company is £1,000,000 divided into 845,000,000 Ordinary Shares of 0.1p each ("the Ordinary Shares") and 155,000,000 Deferred Shares of 0.1p each ("the Deferred Shares").
4.2       All the Ordinary Shares created hereunder shall constitute one class and rank pari passu in all respects.
4.3       The special rights privileges restrictions and limitations attaching to the Deferred Shares are as follows:
4.3.1    as regards dividends, the Deferred Shares shall carry no right to any dividend;
4.3.2    as regards capital, or of a return of assets on a liquidation or otherwise, the holders of the Deferred Shares shall be entitled to the amount paid up thereon per share after payment of the Company's liabilities and after the holders of the Ordinary Shares shall have received £1,000,000 per share;
4.3.3    as regards voting, the holders of the Deferred Shares shall not (in respect of the holdings of such shares) be entitled to receive notice of or attend and vote at general meetings of the Company;
4.3.4    notwithstanding any of the provisions of these Articles, and unless specifically required by the provisions of the Statutes, the Company shall not be required to issue any certificates in respect of the Deferred Shares;
4.3.5    the Deferred Shares may be converted into Ordinary Shares by a resolution of the Board, and upon such conversion the authorised share capital of the Company shall be adjusted accordingly; and
(2)        the 155,000,000 Ordinary Shares held by Nile Petroleum Corporation Limited in the share capital of the Company be and are hereby converted into 155,000,000 Deferred Shares.

The Circular containing the Notice of the EGM will be posted to shareholders shortly and will be made available on the Company's website,

* * ENDS * *

For further information please visit or contact:

Andrew Groves
White Nile Ltd
Tel: 0845 108 6060
Jonathan Wright
Seymour Pierce Ltd     
Tel: 020 7107 8000
Hugo de Salis
St Brides Media & Finance Ltd
Tel: 020 7236 1177


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