Operational Update, Term Loan & Equity Placing

Sound Energy PLC

20 March 2026

 

The information communicated within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018 ("MAR"), and is disclosed in accordance with the Company's obligations under Article 17 of MAR. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

20 March 2026

Sound Energy PLC

​("Sound Energy", the "Company" and together with its subsidiary undertakings the "Group")

Operational Update, Term Loan Facility and Equity Placing

Sound Energy PLC (AIM:SOU), the AIM quoted transition energy company, announces that it has entered into a Term Loan Facility Agreement (the "Term Loan") and an Equity Placing (the "Placing") to secure a total financing of approximately US$2.2 million for working capital purposes and initial funding of its solar power  joint-venture in Morocco.

Operational Update

Tendrara Phase 1 Micro-LNG Development

The Tendrara Gas Gathering System has been fully tested and commissioned, and the LNG tank was successfully tested during the quarter, representing important milestones in the development of the Tendrara Phase 1 project. The Company is now preparing for the final commissioning of the micro-LNG plant, which will enable the commencement of gas sales. The Operator, Mana Energy Ltd, has received an updated schedule from the main subcontractor, Italfluid Geoenergy S.r.l., which indicates the start of commercial gas sales in early Q3 2026. The updated timing reflects delays in the delivery of the final pieces of equipment required to complete the micro-LNG plant.

Solar Power Joint Venture

Further to our announcement on 17 June 2025, the company has now formally entered into a Joint Venture, Tayra Energy SAS, with Moroccan renewables specialist Gaia Energy Ltd.

The Joint Venture plans to develop up to 270 MW of installed photovoltaic solar capacity across multiple locations in Morocco. Taking advantage of Morocco's liberalised medium-voltage ("MV") grid, the joint venture intends to develop solar power projects at a number of sites located close to MV substations and end customers, enabling efficient grid access and attractive power sales opportunities.

The first steps of the joint venture will be to work with the Moroccan authorities and other stakeholders to determine which solar photovoltaic project sites are most suitable for the joint venture to progress. These sites will be chosen from a short-list of twelve sites for which Gaia has already conducted a number of feasibility studies, or from a number of potential new locations. Lease or purchase options have been secured for five of these sites and discussions are ongoing for the remaining seven.

Term Loan Facility  

The Company has entered into a €1.3 million Term Loan Facility Agreement with an international investment bank (the "Lender"). The Term Loan will provide the Company with access to additional working capital prior to receipt of revenues from LNG sales from the Tendrara Phase I development.

Any amounts drawn down under the Term Loan will attract an interest rate of 20 per cent. per 120 days, accruing daily on a pro rata basis and will fall due for repayment on or before 31 December 2026. The Company will pay the Lenders a fee of €100,000 if no draw down is made.  In the event of default, the principal plus accrued interest plus default interest (40 per cent. per 120 days) can, at the Lender's option, be converted into Sound Energy plc ordinary shares priced at the VWAP of the 10-month period ending on the day preceding the date of the conversion notice.

Equity Placing

The Company has raised gross proceeds of £0.5 million in a Placing via the issue of 10,000,000 new Ordinary shares of 0.1 pence per share at a placing price of 5.0 pence per share (the "issue price"). The issue price represents a discount of 37.5% to the last closing bid price of the Company's shares on 19 March 2026.  

An application has been made for the Placing shares to be admitted to trading on AIM ("Admission"). The Placing shares will rank pari passu with the existing ordinary shares in issue and it is expected that Admission will occur on or around 8.00 a.m. on 25 March 2026.

Following Admission of the Placing shares, the Company's issued share capital will comprise 226,154,466 Ordinary Shares of 0.1 pence each with voting rights in the Company and 2,180,000 Sanctioned Holding Shares of 1.0 pence each totalling 228,334,466 Ordinary Shares. The figure of 228,334,466 may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in the interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

Majid Shafiq, Chief Executive Officer, commented:

"The Company is pleased to have secured a combined debt and equity financing package to fund working capital requirements to first gas from the Tendrara Phase 1 project. Following an updated project timeline, first gas is now expected at the start of Q3 2026, and the financing ensures the Company remains fully funded through to this key milestone following the revised commissioning schedule. The financing will also support the development of Tayra, our solar joint venture announced today. This funding strengthens the Company's balance sheet and provides the necessary resources to advance both projects as key components of our strategy to deliver gas and renewable energy developments in Morocco."

IMPORTANT NOTICE

This announcement does not constitute or form part of any offer or invitation to purchase, or otherwise acquire, subscribe for, sell, otherwise dispose of or issue, or any solicitation of any offer to sell, otherwise dispose of, issue, purchase, otherwise acquire or subscribe for, any security in the capital of the Company in any jurisdiction.

The information contained in this announcement is not to be released, published, distributed or transmitted by any means or media, directly or indirectly, in whole or in part, in or into the United States or to any US Person. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or to any US Person. Securities may not be offered or sold in the United States absent: (i) registration under the Securities Act; or (ii) an available exemption from registration under the Securities Act. The securities mentioned herein have not been, and will not be, registered under the Securities Act and will not be offered to the public in the United States.

This announcement does not constitute an offer to buy or to subscribe for, or the solicitation of an offer to buy or subscribe for, Ordinary Shares in the capital of the Company or any other security in any jurisdiction in which such offer or solicitation is unlawful. The securities mentioned herein have not been, and the Ordinary Shares will not be, qualified for sale under the laws of any of Canada, Australia, the Republic of South Africa or Japan and may not be offered or sold in Canada, Australia, the Republic of South Africa or Japan or to any national, resident or citizen of Canada, Australia, the Republic of South Africa or Japan. Neither this announcement nor any copy of it may be sent to or taken into the United States, Canada, Australia, the Republic of South Africa or Japan. In addition, the securities to which this announcement relates must not be marketed into any jurisdiction where to do so would be unlawful.

Note regarding forward-looking statements

This announcement contains certain forward-looking statements relating to the Company's future prospects, developments and business strategies. Forward-looking statements are identified by their use of terms and phrases such as "targets" "estimates", "envisages", "believes", "expects", "aims", "intends", "plans", "will", "may", "anticipates", "would", "could" or similar expressions or the negative of those, variations or comparable expressions, including references to assumptions.

The forward-looking statements in this announcement are based on current expectations and are subject to risks and uncertainties, which could cause actual results to differ materially from those expressed or implied by those statements. These forward-looking statements relate only to the position as at the date of this announcement. Neither the Directors nor the Company undertake any obligation to update forward looking statements, other than as required by the AIM Rules for Companies or by the rules of any other applicable securities regulatory authority, whether as a result of the information, future events or otherwise. You are advised to read this announcement and the information incorporated by reference herein, in its entirety. The events described in the forward-looking statements made in this announcement may not occur.

Neither the content of the Company's website (or any other website) nor any website accessible by hyperlinks on the Company's website (or any other website) is incorporated in, or forms part of, this announcement.

Any person receiving this announcement is advised to exercise caution in relation to the Subscription. If in any doubt about any of the contents of this announcement, independent professional advice should be obtained.

For further information please visit www.soundenergyplc.com, follow on X @soundenergyplc and LinkedIn or contact:

Sound Energy plc c/o Flagstaff Communications Majid Shafiq CEO
Flagstaff Strategic and Investor Communications Tim Thompson, Mark Edwards, Alison Allfrey	[e-mail] [phone]
Zeus - Nominated Adviser and Broker James Joyce, Darshan Patel, Liv Highton (Investment Banking) Simon Johnson (Corporate Broking)	[phone]

About Sound Energy PLC:

Sound Energy is a transition energy investment opportunity, listed on the UK AIM market of the London Stock Exchange, with operations in Morocco centred around onshore exploration, development and production of gas and advancing renewable power generation initiatives. Gas is the focal transition fuel and critical to the country's energy policy to move to sustainable, local renewable energy, away from imported coal and hydrocarbon fuels. The company has an interest in a 25-year development concession with a micro- LNG development underway at Tendrara, the first major onshore gas resource in Morocco, and a larger Phase 2 piped gas project awaiting FID. Small scale LNG will supply the industrial market, whilst the piped gas development is for the power sector. Exploration wells are funded to support infrastructure led exploration potential. Together these give the company significant opportunities for scalable growth on its 24,000 square km of onshore permits. Sound Energy is therefore playing a pivotal role in responding to rising energy demand in Morocco and facilitating the energy transition. This is further enhanced by Sound's recent early-stage diversification into opportunities in renewable power generation and hydrogen exploration in Morocco. Sound has strong stakeholder engagement and partnerships with leading Moroccan companies, thereby leveraging in-country expertise in renewable energy projects and its gas developments. Financially, the company is focused on revenue targets from Phase 1 LNG production, judicious investment for the Phase 2 piped gas development and prudent cost management and balance sheet deleveraging to fund asset development opportunities.

 

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