TIDMANGS
RNS Number : 5136U
Angus Energy PLC
28 March 2023
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 6/2014 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.
28 March 2023
Angus Energy Plc
("Angus Energy", "Angus" or the "Company")
Operations Update and GBP3 million Bridge Facility
Issue of Equity and TVR
-- Completion of Well
-- Coiled Tubing now on-site for operations this week, followed
by short testing window before flowing the gas from the SF07V
sidetrack in the coming days
-- Re-iteration of the Company's intention to only raise equity
in relation to acquisitions accretive to the Company and the share
price
-- Company has drawn down GBP 3m of debt and currently has no
further cash requirements for Saltfleetby operations
-- Knowe Properties Loan Note of 2020 completes its conversion
Angus Energy (AIM: ANGS) is pleased to announce that, in line
with the announcement of 8 March 2023, with the well completed,
coiled tubing operations are taking place this week at Saltfleetby
and will be immediately followed by a short period of well testing
before flowing the well directly into the process facility for
export. Accordingly, we now expect first export during the week of
7 April.
In line with that earlier announcement, and the Company's
commitment to deliver returns to shareholders through the
appreciation of the share price and distributions, the Company will
resort to equity finance only to support accretive acquisitions or
projects, Angus is pleased to confirm that it has now entered into
a GBP 3 million junior debt facility (the "Bridge Facility") to
manage costs arising from the extended drilling operations as well
as initial studies around the development of natural gas and
hydrogen storage at Saltfleetby.
The Bridge Facility provided by the Company's 9.91% shareholder
Kemexon Limited, a major commodity trading house, has an initial
term of three months, extendable with the payment of a 3% roll fee
for a further three months. The Bridge Facility is priced at SONIA
+ 15% and commits the Company to issue 150 million warrants, struck
at the previous placement level of 1.65p/share.
Revenues from the existing operations and the sidetrack are
expected to repay both the senior and junior facilities. The
Company has the option to repay the junior loan in shares at a 25%
discount to the 30 day VWAP, subject to a floor at 1p and this same
option is also available to the lender but only in the event of
default.
Furthermore, through a separate agreement, Aleph Commodities
Limited ("ACL") is acting as arranger of the Bridge Facility
(together the "Transaction"). ACL are entitled to an upfront 5%
arrangement fee and a further 3% break fee should the Bridge
Facility not be rolled beyond its initial three month term. The
arrangement fee will be satisfied in shares at the 30 day VWAP of
1.36379 pence prior to the date of issue of the facility;
accordingly Angus will issue and allot 10,998,719 shares in respect
of the initial arrangement fee (the "Fee Shares") following its AGM
scheduled for 31 March 2023. The 3% break fee would be settled in
shares at the 30 day VWAP ahead of the repayment date.
Noting that ACL and its associates are Substantial Shareholders
in the Company, and noting Kemexon Limited's own shareholding, the
Transaction is a Related Party Transaction under AIM Rule 13.
Accordingly, the Board, none of whose members are involved in the
Transaction, having consulted with the Company's nominated adviser,
Beaumont Cornish Limited, consider the terms of the Transaction to
be fair and reasonable insofar as shareholders are concerned. In
taking this view the Board has carefully considered these fees and
considers them to be fair and reasonable and comparable with past
offerings by other service providers.
Finally, Knowe Properties Limited ("Knowe") have given notice
for the conversion of the GBP1.4 million Convertible Loan Noted
dated 17 April 2020 plus accrued interest of GBP52,931 into
Ordinary Shares at 1p each. Accordingly, the Company is issuing
145,293,100 Ordinary Shares ("New Ordinary Shares") to Knowe which
will result in Knowe holding 241,777,556 Ordinary Shares in the
Company representing 6.73% of the issued share capital. Knowe have
been a strategic shareholder since IPO in 2016 and have stated that
they look forward to remaining such as the Company develops.
Admission to trading on AIM
Application will be made to the London Stock Exchange for
Admission of the New Ordinary Shares and Fee Shares (together the
"New Shares"). It is expected that admission will become effective
and dealings in the New Ordinary Shares will commence at 8.00 a.m.
on or around 4 April 2023 and on or around 6 April 2023 in respect
of the Fee Shares.
Following the issue of the New Shares, the Company will have
3,590,393,701 Ordinary Shares in issue, each share carrying the
right to one vote (the "Enlarged Issued Share Capital. The Company
does not hold any Ordinary Shares in treasury.
Following Admission of the New Shares, the above figure of
3,590,393,701 Ordinary Shares 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 to their interest in, the share capital of the Company under
the Financial Conduct Authority's Disclosure Guidance and
Transparency Rules.
George Lucan, Executive Chairman designate, comments : "This
Bridge Facility demonstrates the strong support for Angus that
exists as well as our commitment to our shareholders to deliver
growth and shareholder returns through share price appreciation and
distributions. With the new SF07v well expected to come online
shortly, the Company's financial position is strengthening and we
will be able to access lower costs of funds.
Angus is positioning itself as a global player in the
aggregation, production, and storage of gas and transition fuels.
We are grateful for the continued support of our shareholders, like
Kemexon, which demonstrates a clear institutionalisation of our
shareholder base and long-term support for the company."
END.
Enquiries:
Angus Energy Plc www.angusenergy.co.uk
George Lucan Tel: +44 (0) 208 899
6380
Beaumont Cornish (Nomad) www.beaumontcornish.com
James Biddle/ Roland Tel: +44 (0) 207 628
Cornish 3396
WH Ireland Limited
(Broker)
Katy Mitchell/ Harry Tel: +44 (0) 113 394
Ansell 6600
Flagstaff PR/IR angus@flagstaffcomms.com
Tim Thompson Tel: +44 (0) 207 129
1474
Fergus Mellon
Aleph Commodities info@alephcommodities.com
Qualified Person's Statement: Andrew Hollis, the Technical
Director of the Company, who has over 40 years of relevant
experience in the oil and gas industry, has approved the
information contained in this announcement. Mr Hollis is a Fellow
of the Geological Society and member of the Society of Petroleum
Engineers.
Notes
About Angus Energy plc
Angus Energy plc is a UK AIM quoted independent onshore Energy
Transition company with a complementary portfolio of clean gas
development assets, onshore geothermal projects, and legacy oil
producing fields. Angus is focused on becoming a leading onshore UK
diversified clean energy and energy infrastructure company. Angus
Energy has a 100% interest in the Saltfleetby Gas Field (PEDL005),
majority owns and operates conventional oil production fields at
Brockham (PL 235) and Lidsey (PL 241) and has a 25% interest in the
Balcombe Licence (PEDL244). Angus Energy operates all fields in
which it has an interest.
Important Notices
This announcement contains 'forward-looking statements'
concerning the Company that are subject to risks and uncertainties.
Generally, the words 'will', 'may', 'should', 'continue',
'believes', 'targets', 'plans', 'expects', 'aims', 'intends',
'anticipates' or similar expressions or negatives thereof identify
forward-looking statements. These forward-looking statements
involve risks and uncertainties that could cause actual results to
differ materially from those expressed in the forward-looking
statements. Many of these risks and uncertainties relate to factors
that are beyond the Company's ability to control or estimate
precisely. The Company cannot give any assurance that such
forward-looking statements will prove to have been correct. The
reader is cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
announcement. The Company does not undertake any obligation to
update or revise publicly any of the forward-looking statements set
out herein, whether as a result of new information, future events
or otherwise, except to the extent legally required.
Nothing contained herein shall be deemed to be a forecast,
projection or estimate of the future financial performance of the
Company.
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END
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