Result of GM, Result of Offer and Fundraising
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A BREACH OF THE RELEVANT SECURITIES LAWS OF SUCH JURISDICTION.
Capitalised terms used in this announcement shall have the same meanings as the definitions set out in the Company's announcement of 20 October 2017 and in the Circular.
9 November 2017
Jersey Oil and Gas plc
("Jersey Oil and Gas" or the "Company")
Result of General Meeting
Result of Offer, Completion of Fundraising and Issue of Equity
Jersey Oil and Gas (AIM: JOG), an independent upstream oil and gas company focused on the UK Continental Shelf ("UKCS") region of the North Sea, announces that the resolutions proposed at its General Meeting held earlier today, as set out in the formal Notice of General Meeting dated 24 October 2017, were all duly approved by shareholders.
The Offer announced as part of the Fundraising on 20 October 2017 having now closed for acceptances, the Company is pleased to announce that valid acceptances were received from Qualifying Participants in respect of, in aggregate, 1,878,441 Offer Shares, representing approximately 93.92 per cent. of the Offer Maximum. Qualifying Participants that have made valid applications will therefore be allocated all of the Offer Shares that they applied for.
Accordingly, pursuant to the Placing and Offer announced on 20 October 2017 and further to the abovementioned passing of all resolutions at the Company's General Meeting held earlier today, the Company is issuing 10,000,000 new Ordinary Shares pursuant to the Placing and 1,878,441 new Ordinary Shares pursuant to the Offer at a price of 200 pence per share. The Company has therefore raised total gross proceeds from the Fundraising of approximately £23.76 million.
Mr Marcus Stanton, Non-Executive Chairman of Jersey Oil and Gas, has subscribed for a further 7,500 Ordinary Shares under the Offer in addition to his participation in the Placing as announced on 20 October 2017. Mr Stanton will therefore be issued, in aggregate, 15,000 new Ordinary Shares pursuant to the Fundraising and following the issue of these shares will be interested, in aggregate, in 39,192 Ordinary Shares representing approximately 0.18 per cent. of the Company's enlarged issued share capital.
The participation by Mr Stanton in the Offer is considered to be a related party transaction for the purposes of Rule 13 of the AIM Rules for Companies. The Directors (other than Mr Stanton) consider, having consulted with Strand Hanson Limited, the Company's nominated adviser, that the terms of the participation by Mr Stanton in the Offer are fair and reasonable in so far as the Company's Shareholders are concerned.
Application has been made for admission of the Placing Shares and 1,878,441 Offer Shares to trading on the AIM market of the London Stock Exchange, which is expected to become effective and dealings commence at 8.00 a.m. on 10 November 2017 ("Admission"). Following Admission, the Company's enlarged share capital will comprise 21,829,227 Ordinary Shares, with voting rights. The Company does not hold any Ordinary Shares in treasury. Therefore, the total number of Ordinary Shares in the Company with voting rights will be 21,829,227 Ordinary Shares and shareholders may use this figure as the denominator for the calculations by which they will determine if they are required to notify their interest in, or change to their interest in, the share capital of the Company under the FCA's Disclosure Guidance and Transparency Rules.
Andrew Benitz, CEO of Jersey Oil and Gas Plc, commented:
"This has been an exceptional few months for Jersey Oil and Gas following the drilling of the Verbier oil discovery, which the operator, Statoil (U.K.) Limited ("Statoil"), initially estimates to contain gross recoverable resources of between 25 to 130MMboe. With today's successful completion of the Placing and Offer, we now have funding in place for the anticipated Verbier appraisal and Cortina exploration drilling programmes, the details of which will be decided upon and finalised with our partners, Statoil and CIECO V&C (UK) Limited, following full evaluation of the discovery well results alongside the existing 3D seismic data.
"The Board and I would like to welcome our new shareholders and acknowledge the valuable support of our existing shareholders, and we look forward to delivering further value as we continue to pursue our production focused acquisition strategy in the UKCS."
For further information please contact:
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Jersey Oil and Gas plc
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Andrew Benitz, CEO |
C/o Camarco: Tel: 020 3757 4983 |
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Strand Hanson Limited |
James Harris Matthew Chandler James Bellman |
Tel: 020 7409 3494 |
|
Arden Partners plc |
Chris Hardie Benjamin Cryer |
Tel: 020 7614 5900 |
|
BMO Capital Markets Limited |
Neil Haycock Thomas Rider |
Tel: 020 7236 1010 |
|
Camarco |
Billy Clegg Georgia Edmonds James Crothers |
Tel: 020 3757 4983 |
Notes to Editors:
Jersey Oil and Gas is a UK E&P Company focused on building a production focused company in the North Sea. The Company owns an 18 per cent. interest in the P.2170 "Verbier" licence, Blocks 20/5b & 21/1d, Inner Moray Firth in which the operator Statoil (U.K.) Limited owns a 70% interest and CIECO V&C (UK) Limited owns a 12% interest.
The Company plans to build a production portfolio via acquisitions coinciding with the cyclical recovery in the oil price and the current opportune buying market in the North Sea. The Company is involved in multiple sales processes and intends to draw on its management team's considerable experience, knowledge and expertise to deliver shareholder value from its stated production acquisition strategy.
The information contained within this announcement is deemed by the Company to constitute inside information as stipulated under the Market Abuse Regulation (EU) No. 596/2014 ("MAR").
PDMR Notification Forms:
The notifications below are made in accordance with the requirements of MAR.
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1. |
Details of the person discharging managerial responsibilities / person closely associated |
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a) |
Name |
Marcus Stanton |
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2. |
Reason for the Notification |
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a) |
Position/status |
Non-Executive Chairman |
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b) |
Initial notification/amendment |
Initial notification |
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3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
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a) |
Name |
Jersey Oil and Gas plc |
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b) |
LEI |
N/A |
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4. |
Details of the transaction(s):section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv)each place where transactions have been conducted |
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a) |
Description of the Financial instrument, type of instrument |
Ordinary shares of 1 pence each |
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Identification code |
GB00BYN5YK77 |
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b) |
Nature of the Transaction |
Purchase of ordinary shares through participation in placing and offer |
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c) |
Price(s) and volume(s) |
|
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d) |
Aggregated information Aggregated volume Price |
N/A (Single transaction) |
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e) |
Date of the transaction |
9 November 2017 |
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f) |
Place of the transaction |
London Stock Exchange, AIM Market (XLON) |
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1. |
Details of the person discharging managerial responsibilities / person closely associated |
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a) |
Name |
Ronald Lansdell |
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2. |
Reason for the Notification |
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a) |
Position/status |
Chief Operating Officer (Director) |
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b) |
Initial notification/amendment |
Initial notification |
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3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
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a) |
Name |
Jersey Oil and Gas plc |
||||
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b) |
LEI |
N/A |
||||
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4. |
Details of the transaction(s):section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv)each place where transactions have been conducted |
|||||
|
a) |
Description of the Financial instrument, type of instrument |
Ordinary shares of 1 pence each |
||||
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Identification code |
GB00BYN5YK77 |
|||||
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b) |
Nature of the Transaction |
Purchase of ordinary shares through participation in placing |
||||
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c) |
Price(s) and volume(s) |
|
||||
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d) |
Aggregated information Aggregated volume Price |
N/A (Single transaction) |
||||
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e) |
Date of the transaction |
9 November 2017 |
||||
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f) |
Place of the transaction |
London Stock Exchange, AIM Market (XLON) |
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1. |
Details of the person discharging managerial responsibilities / person closely associated |
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a) |
Name |
Scott Richardson Brown |
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2. |
Reason for the Notification |
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a) |
Position/status |
Chief Financial Officer (Director) |
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b) |
Initial notification/amendment |
Initial notification |
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3. |
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor |
|||||
|
a) |
Name |
Jersey Oil and Gas plc |
||||
|
b) |
LEI |
N/A |
||||
|
4. |
Details of the transaction(s):section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv)each place where transactions have been conducted |
|||||
|
a) |
Description of the Financial instrument, type of instrument |
Ordinary shares of 1 pence each |
||||
|
Identification code |
GB00BYN5YK77 |
|||||
|
b) |
Nature of the Transaction |
Purchase of ordinary shares through participation in placing |
||||
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c) |
Price(s) and volume(s) |
|
||||
|
d) |
Aggregated information Aggregated volume Price |
N/A (Single transaction) |
||||
|
e) |
Date of the transaction |
9 November 2017 |
||||
|
f) |
Place of the transaction |
London Stock Exchange, AIM Market (XLON) |
||||
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