TIDMZEN
RNS Number : 6660U
Zenith Energy Ltd
06 December 2021
December 6, 2021
ZENITH ENERGY LTD.
("Zenith" or the "Company")
Loan for African Development
Zenith Energy Ltd. ("Zenith" or the "Company") (LSE: ZEN; OSE:
ZENA), the Africa focused energy production and development company
, is pleased to announce that it has entered into a supplementary
loan agreement with Winance, a company registered under the laws of
the Cayman Islands with a single-family office based in Dubai (the
"Lender"), for an additional amount of EUR 3 million (approximately
GBP2.55 million or approximately NOK 31 million) (the "Loan
Agreement").
Terms
The Loan Agreement has a duration of eight months and does not
attract interest.
An upfront arrangement fee, equal to 5 percent of the total
drawdown amount, has been paid to the Lender in accordance with the
terms of the Loan Agreement.
The Company can confirm that it has now made a drawdown of EUR 1
million. Possible future drawdowns to be made under the Loan
Agreement will be solely at Zenith's discretion.
During each month prior to the maturity date, Zenith shall make
repayments in accordance with the Loan Agreement ("Instalments"),
with the first Instalment being payable by the close of December
2021.
Under the terms of the Loan Agreement, Zenith may elect to pay
each Instalment either by cash or by utilising the Reserve Shares,
by delivering to the Lender an amount of Reserves Shares equivalent
to the quotient obtained by dividing the Instalment Amount by 95
percent of the applicable VWAP (volume weighted average price) for
the period of ten business days prior to the due date for each
Instalment.
80,000,000 (eighty million) new common shares of no par value
(the "Reserve Shares") have been issued to the Lender at a price of
NOK 0.12 (equivalent to approximately GBP0.01) to be held in a
depositary institution designated by the Lender.
An application will be made for the Reserve Shares to be listed
on the standard segment of the FCA Official List and to be admitted
for trading on the London Stock Exchange Main Market for listed
securities ("Admission"), with Admission expected on or around
December 10, 2021.
Issue of Share Subscription Warrants ("Warrants")
In connection with the drawdown made under the Loan Agreement,
the Company has issued the Lender the following Warrants with a
duration of two years:
-- 55,176,667 million Warrants to acquire one common share for
each Warrant at an exercise price of NOK 0.14 (equivalent to
approximately GBP0.013).
Total Voting Rights
The Company wishes to announce, in accordance with the UK
Financial Conduct Authority's Disclosure Guidance and Transparency
Rules, as well as section 3.10 of the Euronext Growth Oslo Rule
Book Part II , the following revised Total Voting Rights
information following issuance of the Reserve Shares:
Class of share Total number Number Total number of voting
of shares of voting rights per class of
rights share
per share
Common Shares in issue
and admitted to trading
on the Main Market of
the London Stock Exchange
on Admission. 1,872,574,449 1 1,872,574,449
--------------- ------------ -------------------------
Common Shares in issue
and admitted to trading
on the Euronext Growth
Market of the Oslo Børs,
r epresenting the newly
enlarged outstanding share
capital of the Company. 1,872,574,449 1 1,872,574,449
--------------- ------------ -------------------------
Luca Benedetto, Chief Financial Officer of Zenith,
commented:
"We are pleased to further strengthen our relationship with
Winance, who have provided the Company with significant financial
support during 2021.
The Company plans to use the funds derived from the Loan
Agreement to finance certain potential near-term acquisitions in
Tunisia and beyond, as well as to strengthen our working capital
position.
It is our intention to minimise the use of the Reserve Shares to
fulfil our obligations arising from the Loan Agreement, and instead
deploy the Company's increasing energy production revenue to repay
the instrument."
Waqas Ibrahim, Director and CFO of Winance, commented:
"We are delighted to strengthen our relationship with a very
effective and ambitious management team such as that of Zenith
Energy. Winance, as a strategic partner, will continue to support
Zenith's growth aspirations for the foreseeable future by utilising
our extensive expertise to innovate and adapt to the evolving
funding requirements it may have as it enriches its portfolio and
grows in size."
Market Abuse Regulation (MAR) Disclosure
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014 as it forms part of
UK domestic law by virtue of the European Union (Withdrawal) Act
2018 ("MAR"). Upon the publication of this announcement via a
Regulatory Information Service ("RIS"), this inside information is
now considered to be in the public domain.
Further Information:
Zenith Energy Ltd Tel: +1 (587) 315 9031
Andrea Cattaneo, Chief Executive E: info@zenithenergy.ca
Officer
Allenby Capital Limited - Financial Tel: + 44 (0) 203 328 5656
Adviser & Broker
Nick Harriss
Nick Athanas
------------------------------
Celicourt Communications (Financial Tel: +44 (0) 208 434 2643
PR) E: zenithenergy@celicourt.uk
Mark Antelme
Jimmy Lea
------------------------------
Notes to Editors :
Zenith Energy Ltd. is an international oil and gas production
company, listed on the London Stock Exchange (LSE:ZEN) and the
Euronext Growth Market of the Oslo Stock Exchange (OSE:ZENA).
Zenith's development strategy is to identify and rapidly complete
value-accretive hydrocarbon production opportunities in the oil
& gas sector, specifically in Africa.
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