Following the sale, Pan Pacific will have no debts and circa US$16 million cash and liquid investments of US$3 million.
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San Leon is issuing new shares at 45p which is a 54% premium to the last price before trading was suspended in January.
Phase 1 of the Otakikpo field is targeting 10,000 bopd of production, with Phase 2 due to raise the bar to 20,000 bopd.
Falcon's shale project is now clear to advance now that a ban on fracking has been lifted in Australia's Northern Territory.