TIDMHUR
RNS Number : 7092J
Hurricane Energy PLC
30 June 2017
30 June 2017
THIS ANNOUNCEMENT, INCLUDING THE APPIX AND THE INFORMATION
CONTAINED HEREIN, IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION
OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR
INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, JAPAN OR THE
REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH
RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL. THIS
ANNOUNCEMENT HAS NOT BEEN APPROVED BY THE LONDON STOCK EXCHANGE,
NOR IS IT INTED THAT IT WILL BE SO APPROVED.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED
UNDER THE MARKET ABUSE REGULATION (EU No. 596/2014). UPON THE
PUBLICATION OF THIS ANNOUNCEMENT VIA REGULATORY INFORMATION SERVICE
THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC
DOMAIN.
Hurricane Energy plc
("Hurricane" or the "Company")
Results of Placing
Hurricane Energy plc announced on 29 June 2017 the details of a
proposed Placing and a proposed Convertible Bond Offering
(together, the "Fundraising").
The Company is pleased to confirm that the Bookbuild has been
completed and the Company has, conditionally, raised gross proceeds
of US$300 million through the Placing. Pursuant to the Placing,
Placees have agreed to subscribe for 731,222,213 Placing Shares at
an issue price of 32 pence per new Ordinary Share.
In addition, the Company has successfully placed US$220 million
of Convertible Bonds through the Convertible Bond Offering, with a
further US$10 million over-allotment option. Further details of the
Convertible Bond Offering are contained in a separate announcement
to be made by the Company concurrently with this announcement.
Both the Placing and the Convertible Bond Offering are
conditional upon the Resolutions being passed by the Shareholders
at the General Meeting (or an adjournment thereof). The Placing is
also conditional upon: (i) the Placing Agreement otherwise becoming
unconditional in all respects and not having been terminated in
accordance with its terms prior to Admission; and (ii) the placing
agreement in connection with the Convertible Bond Offering
otherwise having been entered into and not having been terminated
prior to Admission.
The net proceeds of the Placing and the Convertible Bond
Offering will primarily be used by the Company to fund capital
expenditure in relation to the EPS development at the Company's
Lancaster field, West of Shetland (the "Project"). The EPS is a two
well tie-back to a Floating Production Storage and Offloading host
facility that is expected to produce 17,000 barrels of oil per day
and provide data required to plan a full field development of
Lancaster. The Project is currently scheduled to achieve first oil
in H1 2019, and completing the Fundraising at this time will enable
the Company to maintain this target.
Cenkos Securities plc is acting as Nominated Adviser and Joint
Bookrunner to the Company in connection with the Placing. Stifel
Nicolaus Europe Limited is acting as Joint Bookrunner to the
Company in connection with the Placing. Evercore Partners
International LLP is acting as Financial Adviser to the Company in
connection with the Fundraising.
Related party transaction
Kerogen Capital will subscribe for up to 85,309,258 Placing
Shares in the Placing to raise gross proceeds of up to US$35
million.
Kerogen Capital, by virtue of its holding of more than 10 per
cent. of the existing issued share capital of the Company, is
classified as a related party of the Company and its participation
in the Placing is considered a 'related party transaction' under
the AIM Rules for Companies. The Directors, having consulted with
the Company's nominated adviser Cenkos, consider that the terms of
the Placing are fair and reasonable insofar as Shareholders are
concerned.
Next steps
A General Meeting is expected to be held on or around 21 July
2017 at the offices of Dentons UKMEA LLP at One Fleet Place, London
EC4M 7RA for the purpose of passing certain Resolutions in relation
to the proposed Placing and the Convertible Bond Offering. The
Circular, containing a notice of the General Meeting, the
Resolutions and further details on the Fundraising, is expected to
be despatched to Shareholders of the Company on or about 4 July
2017, outlining terms of the Fundraising, the Resolutions and
recommending all shareholders to vote in favour of all the
Resolutions.
Application will be made to the London Stock Exchange for the
Placing Shares to be admitted to trading on AIM. It is currently
expected that Admission will become effective, and that dealings in
the Placing Shares will commence on AIM, at 8.00 a.m. on 24 July
2017. The Placing Shares will represent approximately 37.3 per cent
of the Company's issued Ordinary Shares following Admission. The
Placing Shares, when issued, will be fully paid and will rank pari
passu in all respects with the Existing Ordinary Shares. The
Enlarged Share Capital of the Company following Admission will be
1,959,210,336 Ordinary Shares in aggregate.
The expected timetable set out in the Company's announcement of
29 June 2017 remains unchanged and is for reference set out again
below.
The times and dates set out below, and mentioned throughout this
Announcement, are subject to change, and may be adjusted by the
Company in consultation with the Joint Bookrunners. The timetable
below also assumes that the Resolutions are all passed at the
General Meeting without adjournment. In the event of any
significant changes from the below expected timetable, details of
the new times and dates will be notified to Shareholders by an
announcement on a Regulatory Information Service.
Announcement of the Placing 29 June 2017
Announcement of the Convertible 29 June 2017
Bond Offering
Closing of the Bookbuild* by 4.30 p.m.
30 June 2017
Closing of the Bookbuild in relation by 4.30 p.m.
to the Convertible Bond Offering* 30 June 2017
Posting of the Circular and Form 4 July 2017
of Proxy
General Meeting 21 July 2017
Admission and commencement of dealings 24 July 2017
in New Ordinary Shares*
CREST accounts to be credited with 24 July 2017
New Ordinary Shares*
* Subject to Shareholder approval
at the General Meeting
Each of the times and dates above refer to British Summer
Time.
Importance of the Shareholder vote
The Fundraising is critical to maintaining the Project schedule
of first oil in H1 2019. The Company has secured key elements of
the Project, including procurement of the FPSO, SURF and SPS, by
taking advantage of relatively low vessel and oil services rates in
recent years. These agreements remain subject to FID, which
requires successful closing of the Fundraising. Without the
Fundraising, the Directors believe that the Project will be delayed
and the Company may not be able to continue with the Project
without incurring significant variations, delays, regret costs and
cost increases. Furthermore, the Directors believe without the
Fundraising there is a significant risk that the Project may be
cancelled, that the Company may suffer significant economic loss,
and the Company may have to surrender all or part of Licence P1368.
The Directors draw the attention of Investors and Shareholders to
Risk Factor 1.16 set out in Appendix II of the Proposed Fundraising
announcement on 29 June 2017, entitled "The Group will incur regret
costs for the proposed Project and may surrender Licence P1368 if
Shareholders do not approve the Fundraising".
The Directors believe that it is in the best interests of the
Company and shareholders to proceed with the Project and the
Fundraising, and recommend that shareholders approve all
Resolutions at the General Meeting.
Dr Robert Trice, Chief Executive, commented:
"We are delighted to have successfully completed the fundraising
for the EPS and to have seen such support for Hurricane's
development of fractured basement reservoirs west of Shetland and
our plans for Lancaster in particular. We see this as a landmark
endorsement of the quality of our portfolio at a time when capital
has not been readily available for E&P companies. We are hugely
excited about moving the EPS project forward as well as continuing
to progress our understanding of, and plans for, our other assets
and look forward to updating the market on developments in due
course."
For further information, please contact:
+44 (0) 1483 862
Hurricane Energy plc 820
Dr Robert Trice (Chief Executive
Officer) / Alistair Stobie
(Chief Financial Officer)
+44 (0) 131 220
Cenkos Securities plc 6939
Nominated Adviser, Joint Bookrunner
Nick Tulloch / Derrick Lee
Stifel Nicolaus Europe Limited +44 (0)207 710 7600
Joint Bookrunner
Callum Stewart / Nicholas Rhodes
/ Ashton Clanfield
Evercore Partners International
LLP +44 (0)207 653 6000
Financial Adviser
Gent Kadare / Jim Renwick
Vigo Communications +44 (0)207 830 9700
Public Relations Adviser hurricane@vigocomms.com
Patrick d'Ancona / Ben Simons
About Hurricane plc
Hurricane is a UK-based oil and gas company which specialises in
the exploration and exploitation of fractured basement reservoirs.
The Company's strategy is to explore basement reservoirs in proven
petroleum basins, particularly in areas where previous drilling
results have indicated the presence of hydrocarbons in the
basement.
Important Information
This Announcement contains 'forward-looking statements'
concerning the Group 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. Forward looking statements include
statements relating to the following: (i) future capital
expenditures, expenses, revenues, earnings, synergies, economic
performance, indebtedness, financial condition, dividend policy,
losses and future prospects; (ii) business and management
strategies and the expansion and growth of the Group's operations;
and (iii) the effects of government regulation on the Group's
business.
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 Group's
ability to control or estimate precisely, such as (i) price
fluctuations in crude oil and natural gas; (ii) changes in demand
for the Group's respective products; (iii) currency fluctuations;
(iv) drilling and production results; (v) reserves estimates; (vi)
loss of market share and industry competition; (vii) environmental
and physical risks; (viii) risks associated with the identification
of suitable potential acquisition properties and targets, and
successful negotiation and completion of such transactions; (ix)
legislative, fiscal and regulatory developments including
regulatory measures addressing climate change; (x) economic and
financial market conditions in various countries and regions; (xi)
political risks, including the risks of renegotiation of the terms
of contracts with governmental entities, delays or advancements in
the approval of projects and delays in the reimbursement of shared
costs; and (xii) changes in trading conditions. 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 document. 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
Group or any other person following the implementation of the
Placing or otherwise.
The price of shares and the income from them may go down as well
as up and investors may not get back the full amount invested on
disposal of the shares. Past performance is no guide to future
performance and persons who require advice should consult an
independent financial adviser.
The distribution of this Announcement and the offering of the
Placing Shares in certain jurisdictions may be restricted by law.
No action has been taken by the Company or any of the Joint
Bookrunners that would permit an offering of such shares or
possession or distribution of this Announcement or any other
offering or publicity material relating to such shares in any
jurisdiction where action for that purpose is required. Persons
into whose possession this Announcement comes are required by the
Company and the Joint Bookrunners to inform themselves about, and
to observe, any such restrictions.
This Announcement is not for release, publication or
distribution, in whole or in part, directly or indirectly, in or
into the United States, Australia, Canada, Japan or the Republic of
South Africa or any jurisdiction into which the publication or
distribution would be unlawful. This Announcement is for
information purposes only and does not constitute an offer to sell
or issue or the solicitation of an offer to buy or acquire shares
in the capital of the Company in the United States, Australia,
Canada, the Republic of South Africa or Japan or any jurisdiction
in which such offer or solicitation would be unlawful or require
preparation of any prospectus or other offer documentation or would
be unlawful prior to registration, exemption from registration or
qualification under the securities laws of any such
jurisdiction.
The securities referred to in this Announcement have not been
nor will be registered under the United States Securities Act of
1933, as amended ("Securities Act"), and may not be offered, sold
or transferred, directly or indirectly, within the United States
except pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act and
the securities laws of any state or other jurisdiction of the
United States. No public offering of the securities referred to in
this Announcement is being made in the United States, United
Kingdom or elsewhere.
Cenkos, which is authorised and regulated in the United Kingdom
by the Financial Conduct Authority, is acting as nominated adviser
and joint bookrunner to the Company in relation to the Fundraising
and is not acting for any other persons in relation to the
Fundraising. Cenkos is acting exclusively for the Company and for
no one else in relation to the matters described in this
Announcement and is not advising any other person and accordingly
will not be responsible to anyone other than the Company for
providing the protections afforded to clients of Cenkos, or for
providing advice in relation to the contents of this Announcement
or any matter referred to in it.
Stifel, which is authorised and regulated in the United Kingdom
by the Financial Conduct Authority, is acting as joint bookrunner
to the Company in relation to the Fundraising and is not acting for
any other persons in relation to the Fundraising. Stifel is acting
exclusively for the Company and for no one else in relation to the
matters described in this Announcement and is not advising any
other person and accordingly will not be responsible to anyone
other than the Company for providing the protections afforded to
clients of Stifel, or for providing advice in relation to the
contents of this Announcement or any matter referred to in it.
Evercore, which is authorised and regulated in the United
Kingdom by the Financial Conduct Authority, is acting as financial
adviser to the Company in relation to the Fundraising and is not
acting for any other persons in relation to the Fundraising.
Evercore is acting exclusively for the Company and for no one else
in relation to the matters described in this Announcement and is
not advising any other person and accordingly will not be
responsible to anyone other than the Company for providing the
protections afforded to clients of Evercore, or for providing
advice in relation to the contents of this Announcement or any
matter referred to in it.
This Announcement has been issued by, and is the sole
responsibility of, the Company. No representation or warranty,
express or implied, is or will be made as to, or in relation to,
and no responsibility or liability is or will be accepted by either
Cenkos, Stifel or Evercore or by any of their respective affiliates
or agents as to or in relation to, the accuracy or completeness of
this Announcement or any other written or oral information made
available to or publicly available to any interested party or its
advisers, and any liability therefore is expressly disclaimed.
Conversions from US$ to GBP in this Announcement have been
conducted at an exchange rate of 0.78:1.
Capitalised terms not otherwise defined in the text of this
announcement have the meanings given in the Company's announcement
of 29 June 2017.
This information is provided by RNS
The company news service from the London Stock Exchange
END
MSCWGUWUQUPMUMU
(END) Dow Jones Newswires
June 30, 2017 03:05 ET (07:05 GMT)
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