TIDMUJO
RNS Number : 6747M
Union Jack Oil PLC
23 September 2021
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE
UNITED STATES, AUSTRALIA, CANADA, JAPAN, THE REPUBLIC OF SOUTH
AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION
OR DISTRIBUTION WOULD BE UNLAWFUL. PLEASE SEE THE IMPORTANT NOTICES
AT THE OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT IS NOT FOR PUBLICATION OR DISTRIBUTION,
DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES. THIS
ANNOUNCEMENT IS NOT AN OFFER OF SECURITIES FOR SALE INTO THE UNITED
STATES. THE SECURITIES REFERRED TO HEREIN HAVE NOT BEEN AND WILL
NOT BE REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMED, AND
MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES, EXCEPT PURSUANT TO
AN APPLICABLE EXEMPTION FROM REGISTRATION. NO PUBLIC OFFERING IS
BEING MADE IN THE UNITED STATES.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION for the purposes
of Article 7 of the Market Abuse Regulation (EU) 596/2014 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.
23 September 2021
Union Jack Oil plc
("Union Jack" or the "Company")
Placing Raising GBP3 million
Union Jack Oil plc (AIM: UJO), a UK-focused onshore hydrocarbon
production, development and exploration company, is pleased to
announce that it has raised GBP3 million by way of a placing of
13,636,364 new ordinary shares of 5 pence each ("New Ordinary
Shares") at a price of 22 pence per New Ordinary Share (the
"Placing").
S.P. Angel Corporate Finance LLP ("SP Angel") acted as Financial
Adviser and sole broker on the Placing.
Placing
In light of the excellent performance at Wressle where flow
rates in excess of 950 barrels of oil equivalent per day have been
achieved, and the potential untapped upside, the Board has decided
to continue to focus on its core projects at Wressle, West Newton
and Biscathorpe while also progressing its other existing
production and appraisal projects. The Placing will be principally
applied to upgrade the Wressle producing assets to expand future
cashflow generation and to fund the planned side-track well at
Biscathorpe.
Use of Proceeds
The Company intends to use the net proceeds of the Placing
to:
-- expand the oil production facilities at Wressle that has
achieved rates from the Ashover Grit reservoir of 884 barrels of
oil per day ("bopd") on a significantly restricted choke setting,
with high wellhead flowing pressure and with zero water cut;
-- progress a gas to power revenue stream at the Wressle project facility;
-- drill the planned side-track well on Biscathorpe in 2022,
which the Company believes to be one of the UK's largest onshore
un-appraised conventional hydrocarbon targets; and
-- for project contingency and general working capital.
In making its ongoing commitment to fund its core projects, the
Board has decided not to pursue the acquisition of a further 25%
interest in the Claymore Piper Complex Royalty Units that was
previously disclosed in the Interim Results released on 13
September 2021.
Application for Admission
Completion of the Placing is conditional upon admission of the
New Ordinary Shares to trading on AIM ("Admission").
Application has been made to the London Stock Exchange for the
New Ordinary Shares to be admitted to trading on AIM and it is
expected that Admission will take place and that trading will
commence on or around 8:00 a.m. on 28 September 2021. The New
Ordinary Shares will rank pari passu in all respects with the
existing ordinary shares.
Total Voting Rights
Following Admission, the Company's share capital and total
voting rights will comprise 112,715,896 Ordinary Shares. The
Company does not hold any shares in treasury. Consequently,
112,715,896 is the figure which may be used by shareholders as the
denominator for the calculation 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 and Transparency Rules.
For further information, please contact:
Union Jack Oil plc info@unionjackoil.com
David Bramhill
SP Angel Corporate Finance LLP +44 (0)20 3470 0470
Nominated Adviser and Broker
Richard Morrison
Richard Hail
Caroline Rowe
Novus Communications Ltd +44 (0)20 7448 9839
Financial Public Relations Twitter:@NovusComms
Alan Green/Jacqueline Briscoe
This Announcement should be read in its entirety. In particular,
you should read and understand the information provided in the
"Important Notices" section of this Announcement.
IMPORTANT NOTICES
The distribution of this announcement and any other
documentation associated with the Placing into jurisdictions other
than the United Kingdom may be restricted by law. Persons into
whose possession these documents come should inform themselves
about and observe any such restrictions. Any failure to comply with
these restrictions may constitute a violation of the securities
laws or regulations of any such jurisdiction. In particular, such
documents should not be distributed, forwarded to or transmitted,
directly or indirectly, in whole or in part, in, into or from the
United States, Australia, Canada, Japan or the Republic of South
Africa or any other jurisdiction where to do so may constitute a
violation of the securities laws or regulations of any such
jurisdiction (each a "Restricted Jurisdiction").
No action has been taken by the Company or any other person that
would permit an offer of the New Ordinary Shares or possession or
distribution of this announcement, the Prospectus or any other
documentation or publicity material or the Application Forms in any
jurisdiction where action for that purpose is required, other than
in the United Kingdom.
The New Ordinary Shares have not been and will not be registered
under the US Securities Act 1933 (as amended) (the "US Securities
Act") or with any securities regulatory authority of any state or
other jurisdiction of the United States and, accordingly, may not
be offered, sold, resold, taken up, transferred, delivered or
distributed, directly or indirectly, within the United States
except in reliance on an exemption from the registration
requirements of the US Securities Act and in compliance with any
applicable securities laws of any state or other jurisdiction of
the United States.
There will be no public offer of the New Ordinary Shares in the
United States. The New Ordinary Shares are being offered and sold
outside the US in reliance on Regulation S under the US Securities
Act. The New Ordinary Shares have not been approved or disapproved
by the US Securities and Exchange Commission, any state securities
commission in the US or any other US regulatory authority, nor have
any of the foregoing authorities passed upon or endorsed the merits
of the offering of the New Ordinary Shares or the accuracy or
adequacy of the Application Form or this announcement. Any
representation to the contrary is a criminal offence in the US.
The New Ordinary Shares have not been and will not be registered
under the relevant laws of any state, province or territory of any
Restricted Jurisdiction and may not be offered, sold, resold, taken
up, transferred, delivered or distributed, directly or indirectly,
within any Restricted Jurisdiction except pursuant to an applicable
exemption from registration requirements. There will be no public
offer of the New Ordinary Shares in Australia, Canada, Japan, or
the Republic of South Africa.
This announcement is for information purposes only and does not
constitute or form part of any offer to issue or sell, or the
solicitation of an offer to acquire, purchase or subscribe for, any
securities in any jurisdiction and should not be relied upon in
connection with any decision to subscribe for or acquire any of the
New Ordinary Shares. In particular, this announcement does not
constitute or form part of any offer to issue or sell, or the
solicitation of an offer to acquire, purchase or subscribe for, any
securities in the United States.
This announcement has been issued by, and is the sole
responsibility of, the Company. No person has been authorised to
give any information or to make any representations other than
those contained in this announcement and, if given or made, such
information or representations must not be relied on as having been
authorised by the Company or the Bookrunner. Subject to the AIM
Rules for Companies, the issue of this announcement shall not, in
any circumstances, create any implication that there has been no
change in the affairs of the Company since the date of this
announcement or that the information contained in it is correct at
any subsequent date.
The Bookrunner is authorised and regulated in the United Kingdom
by the Financial Conduct Authority, are acting exclusively for the
Company and no one else in connection with the Placing and will not
regard any other person (whether or not a recipient of this
announcement) as a client in relation to the Placing and will not
be responsible to anyone other than the Company for providing the
protections afforded to its clients or for providing advice in
relation to the Placing or any matters referred to in this
announcement.
Apart from the responsibilities and liabilities, if any, which
may be imposed on the Bookrunner by the Financial Services and
Markets Act 2000 or the regulatory regime established thereunder,
the Bookrunner do not accept any responsibility whatsoever for the
contents of this announcement, and make no representation or
warranty, express or implied, for the contents of this
announcement, including its accuracy, completeness or verification,
or for any other statement made or purported to be made by it, or
on their behalf, in connection with the Company or the New Ordinary
Shares or the Placing, and nothing in this announcement is or shall
be relied upon as, a promise or representation in this respect
whether as to the past or future. The Bookrunner accordingly
disclaim to the fullest extent permitted by law all and any
liability whether arising in tort, contract or otherwise (save as
referred to above) which it might otherwise have in respect of this
announcement or any such statement.
No statement in this announcement is intended to be a profit
forecast or profit estimate for any period and no statement in this
announcement should be interpreted to mean that earnings or
earnings per share of the Company for the current or future
financial years would necessarily match or exceed the historical
published earnings or earnings per share of the Company.
This announcement may include statements that are, or may be
deemed to be, "forward-looking statements". These forward-looking
statements can be identified by the use of forward-looking
terminology, including the terms "believes", "estimates", "plans",
"projects", "anticipates", "expects", "intends", "may", "will", or
"should" or, in each case, their negative or other variations or
comparable terminology. These forward-looking statements include
matters that are not historical facts. They appear in a number of
places throughout this announcement and include statements
regarding the Directors' current intentions, beliefs or
expectations concerning, among other things, the Company's results
of operations, financial condition, liquidity, prospects, growth,
strategies and the Company's markets. By their nature,
forward-looking statements involve risk and uncertainty because
they relate to future events and circumstances. Actual results and
developments could differ materially from those expressed or
implied by the forward-looking statements. Forward-looking
statements may and often do differ materially from actual results.
Any forward-looking statements in this announcement are based on
certain factors and assumptions, including the Directors' current
view with respect to future events and are subject to risks
relating to future events and other risks, uncertainties and
assumptions relating to the Company's operations, results of
operations, growth strategy and liquidity. Whilst the Directors
consider these assumptions to be reasonable based upon information
currently available, they may prove to be incorrect. Save as
required by applicable law or by the AIM Rules for Companies, the
Company undertakes no obligation to release publicly the results of
any revisions to any forward-looking statements in this
announcement that may occur due to any change in the Directors'
expectations or to reflect events or circumstances after the date
of this announcement.
This announcement should not be considered a recommendation by
the Company, the Bookrunner or any of their respective directors,
officers, employees, advisers or any of their respective
affiliates, parent undertakings, subsidiary undertakings or
subsidiaries of their parent undertakings in relation to any
purchase of or subscription for the New Ordinary Shares. Price and
volumes of, and income from, securities may go down as well as up
and an investor may not get back the amount invested. It should be
noted that past performance is no guide to future performance.
You are advised to read this announcement and, once available,
the Prospectus and the information incorporated by reference
therein, in their entirety for a further discussion of the factors
that could affect the Group's future performance and the industry
in which it operates. Persons needing advice should consult an
independent financial adviser.
Neither the content of the Company's website nor any website
accessible by hyperlinks to the Company's website is incorporated
in, or forms part of, this announcement.
Certain figures contained in this announcement, including
financial information, have been subject to rounding adjustments.
Accordingly, in certain instances, the sum or percentage change of
the numbers contained in this announcement may not conform exactly
with the total figure given.
All references to time in this announcement are to London time,
unless otherwise stated.
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END
ROIQLLFLFKLZBBQ
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September 23, 2021 01:59 ET (05:59 GMT)
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