TIDMCOPL
RNS Number : 3320Z
Canadian Overseas Petroleum Ltd
31 August 2018
Canadian Overseas Petroleum
GBP3 million Common Share Offering Admitted to Trading and the
Intention to Seek a Listing on the CSE Exchange
Calgary, Canada, August 31, 2018 - - Further to the announcement
dated 17 August 2018, Canadian Overseas Petroleum Limited (the
"Company") (TSXV: XOP) (LSE: COPL) announces the admission (the
"New Share Admission") to the standard listing segment of the
Official List maintained by the Financial Conduct Authority, and to
trading on the main market for listed securities of London Stock
Exchange plc (the "London Stock Exchange"), of 895,523,000 new
common shares of no par value in the capital of the Company (the
"New Shares"). Following the New Share Admission, the share capital
of the Company will be made up of 2,418,622,350 common shares (the
"Common Shares"). The New Share Admission is expected to become
effective at 8:00 a.m. (London time) today, 31 August 2018.
The New Shares (via Depositary Interests through CREST) will be
freely transferable on the main market of the London Stock
Exchange. However, there is a temporary restriction on the transfer
of such New Shares, in that such shares cannot be transferred
through CREST to the Company's Canadian share register for a period
of four (4) months and one (1) day from the date the shares are
issued.
In connection with the New Shares issued pursuant to a placing
announced on 17 August 2018 (the "Placing"), the Company paid a
commission to Shore Capital Stockbrokers Limited ("SCS") of 6.0% of
the gross proceeds and granted SCS 53,731,380 warrants to subscribe
for new Common Shares ("Broker Warrants"), with an exercise price
of 0.335 pence (GBP0.00335) per Broker Warrant for a period of 24
months ending at midnight on 30 August 2020.
As previously announced, management and insiders are expected to
subscribe for common shares at the Placing price in a transaction
that should close by the end of next week for an additional
GBP100,000 of proceeds to the Company.
Listing on the CSE Exchange
In addition, the Company is pleased to announce that we have
chosen to forgo an imminent share consolidation that has been
required by the TSX Venture Exchange in accordance with its rules
prohibiting share issuances for less than $0.05 per share. Instead,
the Company intends to delist from the TSX Venture Exchange and
apply for a listing on the CSE Exchange where there is more
lenience concerning consolidations and lower costs generally. The
CSE was recognized as a stock exchange by the Ontario Securities
Commission in 2004 and has experienced dramatic growth in listings
ever since. The timing for the switch is expected to be sometime
this fall, subject to the receipt of all necessary approvals.
Arthur Millholland, President and CEO added: "The CSE has earned
the reputation of being an exchange for entrepreneurs, largely due
to their openness in listing emerging industries, their personal
touch and offering significant cost savings to issuers at the same
time. There are times when share consolidations are necessary - but
it is clearly not now."
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities in the United
States, nor shall there be any sale of the Common Shares and/or
Warrants in any jurisdiction in which such offer, solicitation or
sale may be unlawful. The Common Shares and Warrants have not been
and will not be registered under the 1933 Act or any U.S. state
securities laws and may not be offered or sold in the United States
absent registration under the 1933 Act or an applicable exemption
from the registration requirements of the 1933 Act and applicable
U.S. state securities laws.
Capitalised terms used in the Prospectus shall, unless the
context provides otherwise, have the same meaning in this
announcement.
About the Company:
The Company is actively pursuing opportunities in Nigeria and
sub-Saharan Africa in partnership with Shoreline Energy
International Limited ("Shoreline") as part of its strategy to
generate stable cash flow from secure offshore and onshore assets.
The Company and Shoreline, through their jointly-held affiliated
company Shoreline Canadian Overseas Petroleum Development
Corporation ("ShoreCan"), have acquired 80% of the share capital,
and have taken over the management of Essar Exploration and
Production Limited (Nigeria) ("Essar Nigeria"). ShoreCan has
applied to the concessionaire NNPC for formal consent for the
change in control of Essar Nigeria. Essar Nigeria holds an
attractive oil appraisal and development project in shallow to
mid-water offshore Nigeria on its 100% holding in OPL 226. Drilling
of the first appraisal well is planned to commence in 2018.
ShoreCan continues building a portfolio of exploration and
development assets in sub-Saharan Africa. To date, ShoreCan has
taken a position in Nigeria and the Company and Shoreline have been
awarded the PT-5b exploration license onshore Mozambique in the
5(th) Licensing Round adjacent to the producing Pande-Temane Gas
and light oil field complex.
The Common Shares are listed under the symbol "XOP" on the TSX-V
and under the symbol "COPL" on the London Stock Exchange.
For further information, please contact:
Mr. Arthur Millholland, President
& CEO
Canadian Overseas Petroleum Limited
Tel: + 1 (403) 262 5441
Cathy Hume
CHF Investor Relations
Tel: +1 (416) 868 1079 ext. 231
Email: cathy@chfir.com
Harriet Jackson/Charles Goodwin
Yellow Jersey PR Limited
Tel: +44 (0) 75 4427 5882
Email: copl@yellowjerseypr.com
Broker: London Stock Exchange
Shore Capital Stockbrokers Limited
Edward Mansfield
Phone: T: +44 20 7468 7906
This news release contains forward-looking statements. The use
of any of the words "initial, "scheduled", "can", "will", "prior
to", "estimate", "anticipate", "believe", "should", "forecast",
"future", "continue", "may", "expect", and similar expressions are
intended to identify forward-looking statements. The
forward-looking statements contained herein are based on certain
key expectations and assumptions made by the Company, including,
but not limited to, the ability to raise the necessary funding for
operations, delays or changes in plans with respect to exploration
or development projects or capital expenditures. Although the
Company believes that the expectations and assumptions on which the
forward-looking statements are based are reasonable, undue reliance
should not be placed on the forward-looking statements since the
Company can give no assurance that they will prove to be correct
since forward-looking statements address future events and
conditions, by their very nature they involve inherent risks and
uncertainties most of which are beyond the control of Canadian
Overseas Petroleum Ltd. For example, the uncertainty of reserve
estimates, the uncertainty of estimates and projections relating to
production, cost overruns, health and safety issues, political and
environmental risks, commodity price and exchange rate
fluctuations, changes in legislation affecting the oil and gas
industry could cause actual results to vary materially from those
expressed or implied by the forward-looking information.
Forward-looking statements contained in this news release are made
as of the date hereof and Canadian Overseas Petroleum undertakes no
obligation to update publicly or revise any forward-looking
statements or information, whether as a result of new information,
future events or otherwise, unless so required by applicable
securities laws.
Neither the TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
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.
END
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