ADM Energy PLC: Result of Oversubscribed Fundraising
DGAP-News: ADM Energy PLC / Key word(s): Miscellaneous
24.03.2021 / 08:30
The issuer is solely responsible for the content of this announcement.
*THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF EU REGULATION 596/2014 (WHICH FORMS PART OF DOMESTIC UK LAW PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT 2018). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.*
24 March 2021
*ADM Energy PLC *
("ADM" or the "Company")
*Result of Oversubscribed Fundraising*
Further to its announcement at 07.00 a.m. on 23 March 2021 ("the *Announcement*"), ADM Energy PLC (AIM: ADME; BER and FSE: P4JC), a natural resources investing company, is pleased to announce the successful completion of its Fundraising which has now closed oversubscribed. The offer was enlarged to accommodate additional investor interest from both new and existing investors.
The Placing and Subscription Offer has raised approximately £1,220,000 (before commission and expenses) through the placing and subscription of 28,710,250 new Ordinary Shares at an Issue Price of 4.25 pence per share. Certain directors, PDMRs and other investors participated in the Subscription.
As previously disclosed, the purpose of the Subscription and Placing is, inter alia, to fund the acquisition of a 51% interest in Karra Oil Noble Hill, and through that a controlling interest in a Risk Sharing Agreement for the development of the large-scale Barracuda Field in OML 141, an existing discovery and near-term production asset in swamp/shallow waters offshore Nigeria.
*Osamede Okhomina, CEO of ADM Energy plc, said:* "We are delighted to successfully conclude this oversubscribed fundraise which demonstrates the strength of investor interest and confidence in ADM. I would like to welcome all our new investors and thank existing shareholders for their ongoing support and commitment to our strategy to build a portfolio of assets with attractive rewards, with a view to minimising risks where possible.
"As part of that strategy, today we announced a significant agreement for ADM, acquiring a controlling interest in a Risk Sharing Agreement for the development of the Barracuda Field, which gives the Company access to another high-quality asset in Nigeria. With plans to drill a new well in Q4 2021, and multiple additional wells thereafter, the Barracuda Field has the potential to come on stream later this year and bring significant increases in production volumes and cashflows to the Company thereafter."
*Director/PDMR Dealing*
Pursuant to the Fundraising, the Company's Non-Executive Chairman Peter Francis, CEO Osamede (Osa) Okhomina, COO Richard Carter, and Non-executive Director Dr Stefan Liebing, being Directors of the Company, and PDMRs, CFO Lionel Therond, Head of Corporate Communications & New Ventures Thato Mngomezulu and Financial Controller Lewis Boddy, subscribed for new Ordinary Shares as follows:
Name Title Number of Ordinary Shares purchased Resulting shareholding on Admission Percentage of issued share capital on Admission
Peter Francis Non-executive Chairman 1,176,471 3,122,683 2.06%
Osa Okhomina Chief Executive Officer 1,176,471 2,192,380 1.45%
Richard Carter Chief Operating Officer 470,588 1,098,163 0.72%
Dr Stefan Liebing Non-executive Director 352,941 489,305 0.32%
Lionel Therond Chief Financial Officer 117,647 117,647 0.08%
Thato Mngomezulu Head of Corporate Communications & New Ventures 235,294 235,294 0.16%
Lewis Boddy Financial Controller 117,647 117,647 0.08%
The subscriptions by each of Peter Francis, Osa Okhomina, Richard Carter and Dr Stefan Liebing, as Directors of the Company, all of whom are classified as related parties under the AIM Rules for Companies, constitute a related party transaction.
The Directors (save for Peter Francis, Osa Okhomina, Richard Carter and Dr Stefan Liebing) consider, having consulted with the Company's Nominated Adviser, that the terms of the director participation in the Subscription are fair and reasonable insofar as its shareholders are concerned.
*Issue of Warrants*
In connection with the Fundraise, the Company has issued 502,941 warrants to its lead broker to the transaction, Hybridan LLP ("*Broker* *Warrants*") to subscribe for Ordinary Shares at an exercise price equal to the Issue Price. Hybridan LLP now holds 622,941 warrants in total.
*Amendment of Warrants*
Further, as announced on 25 August 2020, the Company had agreed to rebase certain existing warrants with a new exercise price equal to the Issue Price ("*Amended Warrants*"). The total number of Amended Warrants is 4,705,882. The remainder of the terms of each Amended Warrant is unchanged, including their vesting period and expiry dates.
The Company after this Transaction will have 28,229,182 warrants outstanding.*Admission to AIM and Total Voting Rights*
Application will be made to the London Stock Exchange for the New Ordinary Shares, which will rank pari passu with the Company's existing Ordinary Shares, to be admitted to trading on AIM. Dealings in the New Ordinary Shares are expected to commence at 8.00 a.m. on or around 30 March 2021.
Following the issue of the New Ordinary Shares, the Company will have 151,479,323 ordinary shares of 1p each in issue. There are no ordinary shares are held in treasury. The figure of 151,479,323 may be used by the Company's shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.
Capitalised terms in this announcement shall have the meanings given to such terms in the Announcement at 07.00 a.m. on 23 March 2021.*Enquiries:*
*ADM Energy plc* +44 20 7459 4718
Osamede Okhomina, CEO
www.admenergyplc.com
*Cairn Financial Advisers LLP* +44 20 7213 0880
(Nominated Adviser)
Jo Turner, James Caithie
*Arden Partners plc* +44 20 7614 5900
(Lead Broker)
Paul Shackleton, Dan Gee-Summons
*Hybridan LLP* +44 20 3764 2341
(Joint Broker)
Claire Louise Noyce
*Oddo Seydler Bank AG* +49 69 920540
(Designated Sponsor)
Michael B. Thiriot
*Luther Pendragon* +44 20 7618 9100
(Financial PR)
Harry Chathli, Alexis Gore, Joe Quinlan
*About ADM Energy PLC*
ADM Energy PLC (AIM: ADME; BER and FSE: P4JC) is a natural resources investing company with an existing asset base in Nigeria. ADM Energy holds a 9.2% profit interest in the Aje Field, part of OML 113, which covers an area of 835km² offshore Nigeria. Aje has multiple oil, gas, and gas condensate reservoirs in the Turonian, Cenomanian and Albian sandstones with five wells drilled to date.
ADM Energy is seeking to build on its existing asset base in Nigeria and target other investment opportunities across the West African region in the oil and gas sector with attractive risk reward profiles such as proven nature of reserves, level of historic investment, established infrastructure and route to early cash flow.
*Notification and public disclosure of transactions by persons discharging managerial responsibilities ("PDMR") and persons closely associated with them ("PCA") in accordance with the Market Abuse Regulations*
*1.* *Details of the person discharging managerial responsibilities/person closely associated*
a) Name Company directors/officers: 1. Peter Francis
2. Osa Okhomina
3. Richard Carter
4. Dr Stefan Liebing
5. Lionel Therond
6. Thato Mngomezulu
7. Lewis Boddy Non-Executive Chairman
CEO
COO
Non-executive Director
CFO
Head of Corporate Communications & New Ventures
Financial Controller
*2.* *Reason for the notification*
a) Position/status See 1(a) above for all positions - all classified as PDMRs of the Company
b) Initial notification/Amendment Initial Notification
*3.* *Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor*
a) Name ADM Energy plc
b) LEI 213800DY7G8EEJCCOL47
*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 Ordinary Shares of 1 pence each
b) Identification code GB00BJFDXW97
c) Nature of the transactions Amount Price
1. 1,176,471
2. 1,176,471
3. 470,588
4. 352,941
5. 117,647
6. 235,294
7. 117,647 1. 4.25p
2. 4.25p
3. 4.25p
4. 4.25p
5. 4.25p
6. 4.25p
7. 4.25p
d) Price(s) and volume(s)
e) Aggregated information
- Aggregated volume
- Price N/A (single transaction)
f) Date of the transactions 24 March 2021
f) Place of the transactions London Stock Exchange, AIM Market
This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact rns@lseg.com or visit www.rns.com.
--------------------
24.03.2021 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de --------------------
Language: English
Company: ADM Energy PLC
60 Gracechurch street
EC3V 0HR London
United Kingdom
Phone: +44 (0)2077863555
E-mail: hello@admenergyplc.com
Internet: www.admenergyplc.com
ISIN: GB00BJFDXW97
WKN: A2PLC1
Listed: Foreign Exchange(s) London
EQS News ID: 1177837
End of News DGAP News Service