TIDMSOU
RNS Number : 7142N
Sound Oil PLC
20 May 2015
20 May 2015
Sound Oil plc
("Sound Oil" or the "Company")
Issue of Equity
Sound Oil, the Mediterranean focused upstream oil and gas
company, is pleased to announce the issue of shares and warrants in
respect of the first tranche of the GBP12 million placing first
announced by the Company on 28 April 2015 (the "Placing").
Following receipt of GBP9.12 million of cash, Sound Oil has
issued 48,000,000 ordinary shares of 1p each in the Company (the
"New Ordinary Shares") and is also issuing 48,000,000
detachable/transferable warrants to subscribe for new Ordinary
shares at a price of 24 pence per Ordinary Share for a period of 5
years from 22 May 2015 ("Warrants") to placees under the
Placing.
It is expected that the Warrants will be listed on the Vienna
Stock Exchange and should therefore be freely tradeable.
The issue of the New Ordinary Shares and Warrants represents the
first of two tranches of Ordinary Shares and Warrants under the
Placing. The remaining tranche, totaling a further GBP2.88 million,
is subject to, inter alia, shareholder approval and is expected to
complete during June 2015.
Application has been made for the 48,000,000 New Ordinary Shares
to be admitted to trading on AIM and it is expected that dealings
will commence on 22 May 2015. Following the issue of the New
Ordinary Shares, the Company will have 467,207,065 Ordinary Shares
in issue and there are no shares held in treasury. This is the
total number of voting rights in the Company and may be used by
shareholders as the denominator for the calculations by which they
determine if they are required to notify their interest in, or
change to their interest in, the Company under the Disclosure Rules
and the Transparency Rules.
Metano Capital SA ("Metano"), a wholly owned subsidiary of
Continental Investment Partners SA ("Continental"), has been issued
with 3,865,525 New Ordinary Shares and 7,947,369 Warrants under the
first tranche of the Placing.
In addition, Greenberry S.A., an affiliate of Continental by
virtue of its common ownership, has been issued with 1,052,632 New
Ordinary Shares and 21,621,053 Warrants in connection with the
first tranche of the Placing.
Marco Fumagalli, a director of the Company, is Managing Partner
of, and a 25% shareholder in, Continental.
Following the issue of the New Ordinary Shares, Continental and
affiliates of Continental will be directly and indirectly
interested in 73,111,907 Ordinary Shares. This holding represents
15.65 per cent. of the Company's issued share capital, as enlarged
by the issue of the New Ordinary Shares. Continental and its
affiliates are contractually precluded from exercising any Warrants
that they hold to the extent that any such exercise would see their
ownership (together with that of their related parties or concert
parties) exceeding 29.9% of the issued share capital of the
Company.
As notified in prior announcements by the Company, Continental
has, together with its affiliates, previously been issued with a
total of 67,307,692 warrants to subscribe for new ordinary shares
in the Company. The Company was notified on 14 May 2015 that,
following the transactions detailed below (each for nil
consideration as part of Continental's transfer, at par value, of
its interest in the Company's 8% loan notes - the issue of which
was announced on 25 April 2014 and 29 July 2014), the interests of
Continental and Continental's affiliates in warrants to subscribe
for new ordinary shares in the Company are now limited to their
interests in the 29,568,422 Warrants being issued under the
Placing.
Date of transaction Number of warrants disposed
of
--------------------- ----------------------------
08/08/2014 3,300,000
--------------------- ----------------------------
11/08/2014 12,980,769
--------------------- ----------------------------
12/08/2014 392,308
--------------------- ----------------------------
14/08/2014 2,730,769
--------------------- ----------------------------
14/08/2014 480,769
--------------------- ----------------------------
14/08/2014 823,077
--------------------- ----------------------------
14/08/2014 3,269,231
--------------------- ----------------------------
19/08/2014 2,638,462
--------------------- ----------------------------
20/08/2014 1,684,615
--------------------- ----------------------------
21/08/2014 3,846,154
--------------------- ----------------------------
22/08/2014 661,538
--------------------- ----------------------------
22/08/2014 430,769
--------------------- ----------------------------
04/09/2014 330,769
--------------------- ----------------------------
09/09/2014 2,884,615
--------------------- ----------------------------
17/09/2014 661,538
--------------------- ----------------------------
25/09/2014 153,846
--------------------- ----------------------------
26/09/2014 330,769
--------------------- ----------------------------
26/09/2014 3,076,923
--------------------- ----------------------------
30/09/2014 2,884,615
--------------------- ----------------------------
30/09/2014 13,076,923
--------------------- ----------------------------
06/10/2014 1,153,846
--------------------- ----------------------------
17/12/2014 9,515,387
--------------------- ----------------------------
For further information please contact:
Vigo Communications - PR Adviser Tel: +44 (0)20 7016
Patrick d'Ancona 9573
Chris McMahon
---------------------------------------- -------------------------
Sound Oil j.parsons@soundoil.co.uk
James Parsons, Chief Executive Officer
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Smith & Williamson - Nominated Adviser Tel: +44 (0)20 7131
Azhic Basirov 4000
David Jones
Ben Jeynes
---------------------------------------- -------------------------
Peel Hunt - Broker Tel: +44 (0)20 7418
Richard Crichton 8900
Charles Batten
---------------------------------------- -------------------------
This information is provided by RNS
The company news service from the London Stock Exchange
END
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