Placing and Subscription to raise £1.5 million

RNS Number : 4425U

Pennpetro Energy PLC

28 March 2023

 

FOR IMMEDIATE RELEASE

28 March 2023

Pennpetro Energy PLC

("Pennpetro" or the "Company")

Placing and Subscription to raise £1.5 million

Highlights:

·     To fund Pennpetro's share of the first production well at Gonzales County in Texas, within the 250,000 acre Area of Mutual Interest Joint Venture with Millennium PetroCapital Corporation.

·     To fund Pennpetro's initial financial commitments into an existing UK onshore Farm-in which will be announced shortly.

Pennpetro Energy PLC (LSE: PPP) , an independent oil and gas company, is pleased to announce that it has conditionally placed  10,000,000 new ordinary shares of £0.01 each in the Company and 51,525,325 existing ordinary shares of £0.01 each in the Company transferred by two directors of the Company, Tom Evans and Olof Rapp together with other existing shareholders, (together the "Placing Shares") at a placing price of 3 pence each (the "Placing Price") to raise £1,545,759 (before expenses) (the "Placing").

The Company would not have been able to satisfy its obligations in full under the Placing by the issue and admission to the Official List (standard listing segment) of the London Stock Exchange's main market for listed securities (" Official List ") of new ordinary shares without producing of an FCA approved prospectus.  The Company has therefore relied upon the support of its existing Shareholders and is proposing to issue and admit 10,000,000 new ordinary shares (available under the Company's existing headroom under the UK Prospectus Regulation as at 31 March 2023) on or around 4 ^th April 2023. Andy Clifford, a director of the Company's wholy owned subsidiary in the US, is participating in the Placing to the value £30,000.

On the same date, it is also intended for the balance of the Placing Shares to be provided by two directors of the Company, Tom Evans and Olof Rapp, together with other existing shareholders, ("Existing Shareholders"), by way of a transfer of 41,525,325 existing ordinary shares (the "Existing Shares") held by them in order to settle the Placing in a timely manner. For the avoidance of doubt, the transfer of the Existing Shares involves no cash consideration being paid to the Existing Shareholders. The transfer of these shares is expected to be made on or around 4^th April 2023.  Further detail in respect of the agreements being entered into between the Company and the Existing Shareholders is set out below.

Use of Net Proceeds:

On raising these funds, Pennpetro commits to the first production well in Gonzales County in Texas. The first well in which Pennpetro will have a 25% working interest (18.75% net revenue interest), Whistling Straits #1H well, to be drilled in the Austin Chalk under its recently signed agreement with Millennium PetroCapital Corporation (as announced on 16 March 2023) commenced operations on 28th March 2023.

The balance of the funds will be used for general working capital purposes and initial financial commitments pursuant to the proposed UK farm-in.

Stock Lending Agreement:

The Existing Shares will be transferred for a nominal consideration of £1 and will be documented in a stock lending agreement between the Existing Shareholders and the Company (the "Stock Lending Agreement").

Under the Stock Lending Agreement 41,525,325 new ordinary shares will be issued to the Lenders as soon as reasonably practicable subject to compliance by the Company with the UK Prospectus Regulation, the Listing Rules and the Company's dealing policy. The Company undertakes to make the necessary listing and admission hearing applications to have those new ordinary shares admitted to trading.

Related Party Transaction:

Tom Evans and Olof Rapp are directors of the Company. In addition, York Energy Group which holds more than 10% of Company and International Immobiliare, who also holds more than 10% of the Company, are considered to be related parties. The Stock Lending Agreement is therefore considered to be a related party transaction.

Andy Clifford, being the independent director for the purposes of the Related Party Transaction, considers that the terms and conditions of the Stock Lending Agreement are fair and reasonable, insofar as the shareholders of the Company are concerned.

Completion of the new Placing Shares:

Completion of the Placing is conditional on,  inter alia :-

10,000,000 ordinary shares of £0.01par value of the total number of 51,525,325 Placing Shares, being admitted to listing on the Official List (standard listing segment) and to trading on the London Stock Exchange's main market for listed securities (" Admission ") on or before 4 ^th April  2023 (or such later date as may be agreed by the Company and the placing agent).

Admission, Settlement and Dealings in new Placing Shares:

An application will be made to the FCA and to the London Stock Exchange Admission in respect of those 10,000,000 new ordinary shares of £0.01 par value of out of the total number of Placing Shares proposed to be issued on completion of the Placing.  It is expected that Admission will become effective, and that dealings in such shares are expected to commence, at 8.00 a.m. on 4 ^th April 2023.

The rights attaching to the new Placing Shares will be uniform in all respects and all of the new Placing Shares will rank  pari passu , and form a single class for all purposes with, the existing issued shares of £0.01 value in the Company.

Total Voting Rights

Following Placement, the Company will have 94,449,089 ordinary shares of £0.01 par value in issue, each with one vote per share.   The total number of voting rights in the Company is therefore increased by 10,000,000 to 94,449,089.   This figure of 94,449,089 may be used by shareholders in the Company as the denominator for calculations to determine if they have a notifiable interest in the share capital of the Company under the Disclosure Guidance and Transparency Rules, or if such interest has changed.

Tom Evans, Pennpetro's CEO said:

"The funding announced today allows us to advance our new joint venture with Millennium in Gonzales County in Texas and get the drills turning. The funding also enables the Company to finalise exciting near term opportunities."

"I, together with our Chairman, Olof Rapp and Andy Clifford through his subscription, are delighted to be supporting the Company, with other Pennpetro shareholders, through the loan of shares to enable drilling to get underway earlier than originally envisaged based on attractive risk versus reward metrics."

-ENDS-

This announcement contains inside information within the meaning of Article 7(1) of (i) Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014, as amended (the "EU Market Abuse Regulation") and (ii) the EU Market Abuse Regulation as it forms part of United Kingdom domestic law by virtue of the European Union (Withdrawal) Act 2018.

ENQUIRIES:

Pennpetro Energy PLC: Tom Evans, CEO	[e-mail]
Brokers: Zeus Capital Simon Johnson	[phone]
Peterhouse Capital Limited Lucy Williams  Duncan Vasey	[phone] [phone]
Media and Investor Relations: Instinctif Partners   Galyna Kulachek Isadora Pegler	[e-mail] [phone]

NOTES TO EDITORS:

Pennpetro Energy is an independent oil and gas company focusing on production in the Gonzales Oil Field in Texas, USA. Shares in the company were admitted to the Official List of the London Stock Exchange by way of a Standard Listing on 21 December 2017 with the ticker symbol " PPP " . Its wholly owned subsidiary, Nobel Petroleum USA Inc. has a Participation, Development and Option Agreement and Joint Operating Agreement with Texas based Millennium PetroCapital Corporation over a 250,000 acre Area of Mutual Interest in Gonzales County, Texas, aimed at exploiting the prolific proven Austin Chalk oil and gas play.

Further information on the Company can be found at www.pennpetroenergy.co.uk

 

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