Q&A – Fastnet Oil & Gas Bare Trust
- Is Fastnet Hydrocarbons Limited (“Fastnet Hydrocarbons”) a wholly-owned subsidiary of Amryt Pharma plc (“Amryt”)?
One ordinary share of £1 has been issued by Fastnet Hydrocarbons and it is held by the Fastnet Oil & Gas Bare Trust (the “Trust”). The beneficiaries of the Trust are the Fastnet Equity plc shareholders at close of business on 16 December 2015.
Each individual’s beneficial ownership is in proportion to that individual’s shareholding % in Fastnet Equity plc on 16 December 2015.
- Are the oil and gas shares listed?
The Trust beneficial interests are not listed and are only transferrable in limited circumstances.
- What is the formal relationship between the Trust/Fastnet Hydrocarbons and Amryt?
The Trust & Fastnet Hydrocardons are entirely separate to the remaining operations of Amryt.
Amryt has made an unsecured 4 year term loan of an aggregate of €660,000 to the subsidiaries of Fastnet Hydrocarbons, Fastnet Oil and Gas (Ireland) Limited (“FOGI”) and Pathfinder Hydrocarbon Ventures Limited (“PHVL”) at an annual rate of interest of 4% above LIBOR in order that those entities are able to meet their respective obligations.
To the extent any future value is realised from Fastnet Hydrocarbons, FOGI and/or PHVL, the trustees of the Trust will arrange for any returns of capital or distributions made to it to be paid to beneficiaries of the Trust. The terms of the loan require it to be settled in full, immediately upon any change of control, disposal of business or all or substantially all of their assets or insolvency event of Fastnet Hydrocarbons. No dividends or distributions will be made until the loan is repaid in full.
- Who are the directors of Fastnet Hydrocarbons and its subsidiaries?
Fastnet Hydrocarbons Limited: Cathal Friel
Fastnet Oil and Gas (Ireland) Limited: Cathal Friel and Daniel Fitzpatrick
Pathfinder Hydrocarbon Ventures Limited: Cathal Friel and Daniel Fitzpatrick
- Have the beneficial interests held in trust been affected by the recent share consolidation and share issue proceedings that have accompanied the AIM admission of Amryt?
No. The Trust beneficial interests are entirely separate to the ongoing activities of Amryt.
- Who will control the future return of capital or distributions to be paid to the beneficiaries of the Trust?
The board of directors of Fastnet Hydrocarbons and its subsidiaries, in conjunction with the Trustees. Any future distribution will be made through Capita Asset Services, who maintain the Trust register.
- If I was to sell my Amryt shares at some time in the future, would I retain my rights to capital and income of the Trust?
If you held shares in Fastnet Equity plc at close of business on 16 December 2015 and subsequently sell your shares in Amryt Pharma plc, your beneficial rights to capital and income of the Trust will be retained.
- Has the Trust document been published?
Beneficiaries of the Trust can request a copy from the Trustees.
- How do I get a confirmation of my interest in the Trust?
If at close of business on the 16 December 2015 your shares were held by you by way of a paper share certificate, you can contact the Trustees directly to receive a statement of your beneficial interest.
If at close of business on the 16 December 2015 your shares were held in a nominee account, you will need to contact your stockbroker.