Kiliwani Programme Acceleration & Capital Raise

RNS Number : 3703P

Aminex PLC

07 February 2019

 

7 February 2019

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN PART OR IN WHOLE IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, the Republic of South Africa, NEW ZEALAND, SWITZERLAND

This announcement contains inside information within the meaning of the EU Market Abuse Regulation 596/2014

Aminex plc

("Aminex" or "the Company")

Kiliwani Work Programme Acceleration and Capital Raise 

The Company is pleased to announce that as it enters a period of operations it has raised approximately £1.85 million (approximately $2.40 million) before expenses through the issue of 127,226,781 new ordinary shares in the capital of Aminex (the "Placing") at a price of Stg 1.45p per share (the "Placing Shares"). 

The board of Aminex has taken the strategic decision to seek funds to accelerate development over its Kiliwani North Development Licence ("Kiliwani") and Nyuni Area PSA ("Nyuni") to take advantage of depressed market conditions in the service industry.  The net proceeds of the Placing will finance the reprocessing of the existing 2D seismic, to plan for the acquisition of new 3D seismic and to transition Kiliwani South from a prospect to a drill ready target (management estimates of 57 billion cubic feet gas initially in place).

The Company continues to progress its farm-out agreement with the Zubair Corporation over its Ruvuma PSA ("the Farm-Out"), where it will be potentially fully carried through to full field development with meaningful cashflow.  Following approval of the Farm-Out by shareholders of the Company on 4 January 2019, the executive management teams of ARA Petroleum Tanzania Limited and Ndovu Resources Limited have met with officials from the Tanzanian Government who reiterated their support for an accelerated development programme to fast track gas production.

The Placing Shares will represent in aggregate approximately 3.49% of the existing issued ordinary share capital of the Company and are being issued under existing general allotment authorities granted by shareholders at the Company's Annual General Meeting on 11 July 2018.  Eclipse Investments LLC ("Eclipse") is a substantial shareholder for the purposes of chapter 11 of the Listing Rules of the FCA and chapter 8 of the Listing Rules of Euronext Dublin, and is therefore considered to be a related party. Eclipse will subscribe for 26,525,198 Placing Shares in the Placing.  Under Listing Rule 11.1.10 R and Listing Rule 8.1.10, this participation by Eclipse constitutes a "smaller" related party transaction and as such does not require the approval of independent ordinary shareholders of the Company.  The Company is further pleased to announce that certain Directors will subscribe for in aggregate 4,137,928 Placing Shares under the Placing.

Application will be made to Euronext Dublin and the UK Listing Authority for the Placing Shares to be admitted to the Official Lists and application will be made to Euronext Dublin and the London Stock Exchange for the Placing Shares to be admitted to trading on their respective regulated markets for listed securities. It is expected that such admission will become effective and that dealings will commence in the Placing Shares at 8.00 a.m. (London and Dublin time) on 14 February 2019.  Following admission, the enlarged share capital and the total voting rights of the Company will be 3,770,684,843. 

Aminex Chief Executive Jay Bhattacherjee commented:

"We are pleased to receive the continued support of our two largest shareholders in order to accelerate development over Kiliwani, where the Company continues to remediate its Kiliwani North 1 well to bring it back into production, and Nyuni, while we make good progress in closing out the Farm-Out of Ruvuma."

For further information:
Aminex PLC	[phone]
Jay Bhattacherjee, Chief Executive Officer
Max Williams, Chief Financial Officer
Davy
Brian Garrahy	[phone]
GMP FirstEnergy
Hugh Sanderson	[phone]
Shore Capital
Jerry Keen	[phone]
Camarco	[phone]
Billy Clegg / James Crothers / Daniel Sherwen

IMPORTANT NOTICE

This announcement (the "Announcement"), and the information contained herein is not for release, publication or distribution, directly or indirectly, in whole or in part, in or into or from the United States (including its territories and possessions, any state of the United States or the District of Columbia), Canada, Australia, Japan, the Republic of South Africa, New Zealand or Switzerland, or any other jurisdiction where to do so might constitute a violation of the relevant laws or regulations of such jurisdiction (the "Restricted Jurisdictions").

The Placing Shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or under the securities laws of any state or other jurisdiction of the United States. The Placing Shares have been offered and are being sold outside the United States in offshore transactions in compliance with Regulation S under the Securities Act. The Placing Shares may not be offered, sold, resold, transferred or delivered, directly or indirectly, in or into the United States except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with the securities laws of any relevant state or other jurisdiction of the United States. No public offering of the Placing Shares is being made in the United States. Persons receiving this Announcement (including custodians, nominees and trustees) must not forward, distribute, mail or otherwise transmit it in or into the United States or use the United States mails or facilities of interstate commerce, directly or indirectly, in connection with the Placing. This Announcement is information purposes only and does not constitute or form part of an offer to sell or issue or a solicitation of an offer to buy, subscribe for or otherwise acquire any securities in any jurisdiction including, without limitation, the Restricted Jurisdictions or any other jurisdiction in which such offer or solicitation would be unlawful. This Announcement and the information contained in it is not for publication or distribution, directly or indirectly, to persons in a Restricted Jurisdiction unless permitted pursuant to an exemption under the relevant local law or regulation in any such jurisdiction. Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions.

No action has been taken by the Company, Davy or Shore Capital or any of their respective directors, officers, partners, agents, employees or affiliates that would permit an offer of the Placing Shares or possession or distribution of this Announcement or any other publicity material relating to such Placing Shares in any jurisdiction where action for that purpose is required. Persons receiving this Announcement are required to inform themselves about and to observe any restrictions contained in this Announcement.

This Announcement is directed at and is only being distributed to: (A) persons in member states of the European Economic Area (other than the United Kingdom) who are "qualified investors", as defined in article 2.1(e) of the Prospectus Directive (Directive 2003/71/EC), as amended (the "Prospectus Directive"), (B) if in the United Kingdom, persons who (i) have professional experience in matters relating to investments who fall within the definition of "investment professionals" in article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "FPO") or fall within the definition of "high net worth companies, unincorporated associations etc" in article 49(2)(a) to (d) of the FPO and (ii) are "qualified investors" as defined in section 86 of the Financial Services and Markets Act 2000, as amended ("FSMA") or (C) persons to whom it may otherwise lawfully be communicated (each in (A), (B) or (C), a "Relevant Person"). Members of the public are not eligible to take part in the Placing and no public offering of Placing Shares is being or will be made. No other person should act on or rely on this Announcement and persons distributing this Announcement must satisfy themselves that it is lawful to do so. By accepting the terms of this Announcement, you represent and agree that you are a Relevant Person.

Any investment or investment activity to which this Announcement or the Placing relate is available only to Relevant Persons and will be engaged in only with Relevant Persons. As regards all persons other than Relevant Persons, the details of the Placing set out in this Announcement are for information purposes only.

Persons (including, without limitation, nominees and trustees) who have a contractual or other legal obligation to forward a copy of this Announcement should seek appropriate legal and other advice before taking any action.

This Announcement is not being distributed by, nor has it been approved for the purposes of section 21 of FSMA by, a person authorised under FSMA. This Announcement is being distributed and communicated to persons in the United Kingdom only in circumstances in which section 21(1) of FSMA does not apply.

No prospectus or offering document will be made available in connection with the matters contained in this Announcement and no such prospectus or offering document is required (in accordance with the Prospectus Directive) to be published.

The information contained in this Announcement is given at the date of its publication (unless otherwise highlighted), is for background purposes only, does not purport to be full or complete and is subject to change. No reliance may be placed for any purpose on the information contained in this Announcement or its accuracy, fairness or completeness. This Announcement has not been approved by the Central Bank of Ireland, Euronext Dublin, the UK Financial Conduct Authority or any other competent regulatory authority.

Certain statements in this Announcement are forward-looking statements which are based on the Company's expectations, intentions and projections regarding its future performance, anticipated events or trends and other matters that are not historical facts. These forward-looking statements, which may use words such as "aim", "anticipate", "assume" "believe", "continue", "could", "estimate", "expect", "intends", "may", "plans", "predicts", "projects", "seeks", "should", "targets", "will", "would" or their negative variations and words of similar meaning, include all matters that are not historical facts. These forward-looking statements involve known and unknown risks, assumptions and uncertainties that could cause the actual results of operations, financial condition, liquidity and dividend policy and the development of the industries in which the Company's businesses operate, amongst other things, to differ materially from the matter expressed or implied by the forward-looking statements. Given those risks, assumptions and uncertainties, prospective investors are cautioned not to place undue reliance on forward-looking statements. Forward-looking statements are not guarantees of future performance and speak only as of the date of such statements and, except as required by the UK Financial Conduct Authority ("FCA"), the London Stock Exchange, Euronext Dublin, the Central Bank of Ireland or applicable law, the Company undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise. Each of Davy and Shore Capital and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise.

Any indication in this Announcement of the price at which the ordinary shares of the Company have been bought or sold in the past cannot be relied upon as a guide to the future price at which the ordinary shares of the Company may be bought or sold. The contents of this announcement are not to be construed as legal, financial or tax advice.  Persons needing advice should consult an independent financial adviser. No statement in this Announcement is intended to be a profit forecast and no statement in this Announcement should be interpreted to mean that earnings per share of the Company for the current or future financial years would necessarily match or exceed the historical published earnings per share of the Company.

J&E Davy (''Davy'') (which is regulated in Ireland by the Central Bank of Ireland), and Shore Capital Stockbrokers Limited and Shore Capital and Corporate Limited (together "Shore Capital", regulated in the UK by the FCA), are acting exclusively for the Company in connection with the matters described herein and for no one else and will not be responsible to any other person for providing the protection afforded to customers of Davy or Shore Capital respectively nor for providing advice in connection with this Announcement. None of Davy or Shore Capital or any of their respective affiliates, their respective directors, officers, employees, agents or advisors have authorised the contents of, or any part of, this document.

No undertaking, representation, warranty or any other assurance, express or implied, is made or given by or on behalf of Davy or Shore Capital or any of their respective affiliates, their respective directors, officers, employees, agents, advisors or any other person, as to the accuracy, completeness, correctness or fairness of the information or opinions contained in this announcement or for any other statement made or purported to be made by any of them, or on behalf of them, in connection with the Company, the Placing or Admission and no such person shall have any responsibility or liability for any such information or opinions or for any errors or omissions. Accordingly, to the extent permitted by law, no liability whatsoever (including whether arising in tort, contract or otherwise) is accepted by Davy or Shore Capital or any of such persons' directors, officers, employees, agents, advisors or affiliates or any other person for any loss howsoever arising, directly or indirectly, from any use of this document or such information or opinions contained herein or otherwise arising in connection herewith.

Certain figures contained in this document, including financial information, have been subject to rounding adjustments. Accordingly, in certain instances, the sum or percentage change of the numbers contained in this document may not conform exactly with the total figure given.

Neither the content of the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of, this Announcement.

This Announcement has been issued by the Company and is the sole responsibility of the Company.

 

END

 

 

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