FOR IMMEDIATE RELEASE
27 February 2018
SOLO OIL PLC
("Solo" or the "Company")
Placement of Equity, Asset Acquisition and PrimaryBid.com Offer
The Directors of Solo Oil plc (SOLO: AIM) are pleased to announce that the Company has raised approximately £2 million (before expenses) by the issue and allotment by the Company of approximately 57,142,857 new ordinary shares of 0.2p (the "Fundraising Shares") at a price of 3.5p per Placing Share representing approximately 14.6% of the issued share capital prior to Admission of the Placing Shares. The fundraising comprises of a Company sponsored placing (the "Placing") in conjunction with an offer via PrimaryBid.com (the "Offer") (together the "Fundraising").
The net proceeds from the Fundraising will be used to fund the Company's acquisition of an additional 5% equity interest in Horse Hill Developments Limited ("HHDL"), as well as working capital for work programmes within the Company's existing investments and optional capital to invest during 2018 in new high value-low entry cost ventures that complement and expand the Company's portfolio.
Acquisition of an Additional 5% Interest in HHDL
The Company has entered into a definitive sales and purchase agreement ("SPA") to acquire a further 5% interest in HHDL from Primorus Investments plc ("Primorus"). Solo already holds a 10% interest in HHDL which in turn holds a 65% interest in two onshore UK petroleum exploration licences, PEDL 137 and PEDL 246, that contain the Horse Hill oil discovery. The discovery is due to be long-term tested in the second quarter of 2018 and where the operator is targeting development as early as 2019.
Solo has agreed to pay Primorus an aggregate consideration of £1 million; made up of £650,000 in cash and the balance in Solo shares to be priced at the 10-day volume weighted average price prior to the date on which the transaction completes. The SPA is conditional only on the written consent of each of the members of HHDL to the sale of shares as envisaged in HHDL's articles of association.
Once the acquisition is completed Solo will hold a 15% interest in HHDL and a 9.75% interest in the Horse Hill licences PEDL137 and PEDL246.
Horse Hill Oil Discovery
The Horse Hill-1 ("HH-1") well discovered oil in both the Portland Sandstone and Kimmeridge Limestone within onshore Weald Basin licences PEDL137 and PEDL246 covering an area of 55 square miles (143 square kilometres) north of Gatwick Airport. As previously reported, HH-1 flow tested at a significant commercial aggregate stable dry oil rate of 1,688 barrels of oil per day ("bopd") from the Portland, and two Kimmeridge Limestone reservoir intervals designated KL3 and KL4. In late 2017 HHDL as operators of the HH-1 oil discovery were granted planning permission for the long-term testing of the discovery and for various other works including the acquisition of seismic data and the drilling of a new well and a side-track to the HH-1 well.
Following a short period of civil works expected to be undertaken in March 2018, in order to upgrade site facilities, a 150-day production testing programme on the Portland, KL3 and KL4 reservoirs will commence. As commercially viable initial flow rates were established by the 2016 flow tests, the 2018 testing programme's goal is to confirm that HH-1's reservoirs are each connected to a commercially viable oil volume, thus enabling a declaration of commerciality to be made.
The Portland, KL3 and KL4 flow tests, each planned for around 30-40 days duration, will consist of a sequence of stabilised steady state flow and shut in periods to establish the oil in place ("OIP") directly connected to the well. A short maximum flow-rate test will also be included for each reservoir.
Testing will commence with the Portland reservoir, which in the Company's opinion, given the 323 bopd stable pumped rate achieved in 2016 and the 32 million barrels most likely OIP calculated by Xodus in 2017, is a strong candidate for commercial viability. Subject to a successful test, a Portland commerciality declaration is expected to be made by mid-2018. A Kimmeridge commerciality declaration would follow programme completion and a thorough analysis of reservoir engineering data.
The planned testing is now anticipated to be underway in early second quarter 2018.
With regard to the Kimmeridge Limestone play, Solo considers that HH-1 is optimally located on the northern flank of the Weald Basin where the depth of original burial of the Kimmeridge oil source was at its maximum and the subsequent uplift, which causes the limestones to be naturally fractured, was at its greatest. Whilst commercial success at Horse Hill is initially highly likely due to the presence of a conventional oil reservoir in the Portland Sandstone which has flowed at a rate significantly in excess of that required for commercial production, the upside associated with the Kimmeridge Limestones is substantial. As a consequence, Solo's Board believes that holding additional interests in HHDL at this time represents a logical investment for the Company.
Neil Ritson, Solo's Executive Chairman, commented;
"As the HHDL group gears up for further testing of the Horse Hill oil discovery, and the anticipated declaration of commerciality, we are keen to increase our interest in this element of our portfolio. Increasing our exposure by 50% at this time, and at a favourable valuation, provides significant upside for our shareholders.
The Board of Solo have carefully considered the merits of an open offer to shareholders, but given the dilution proposed and the costs associated with an open offer have determined that it is in the interests of the Company as a whole it is better to offer a portion of the placement via Primary Bid in order to allow retail shareholders to participate."
Application for Admission
Application will be made for the Fundraising Shares to be admitted to trading on AIM ("Admission"). Admission is expected to occur at 8.00 a.m. on 8 March 2018. The Fundraising is conditional on Admission and the Fundraising Shares will, on Admission, rank pari passu with the Company's existing ordinary shares of 0.2p each ("Ordinary Shares").
The Market Abuse Regulation ("MAR") became effective from 3 July 2016. Market soundings, as defined in MAR, were taken in respect of the fundraising with the result that certain persons became aware of inside information, as permitted by MAR. That inside information is set out in this announcement and has been disclosed as soon as possible in accordance with paragraph 7 of article 17 of MAR. Therefore, those persons that received inside information in a market sounding are no longer in possession of inside information relating to the Company and its securities.
Qualified Person's Statement:
The information contained in this announcement has been reviewed and approved by Neil Ritson, Chairman and Director of Solo Oil plc who has over 40 years of relevant experience in the energy sector. Mr. Ritson is a member of the Society of Petroleum Engineers, an Active Member of the American Association of Petroleum Geologists and a Fellow of the Geological Society of London.
For further information:
Solo Oil plc Neil Ritson / Dan Maling |
+44 (0) 20 7440 0642 |
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Beaumont Cornish Limited Nominated Adviser and Joint Broker Roland Cornish/Rosalind Abrahams |
+44 (0) 20 7628 3396 |
Shore Capital Joint Broker Jerry Keen
Beaufort Securities Joint Broker Jon Belliss
Buchanan (PR) Ben Romney / Chris Judd / Henry Wilson |
+44 (0) 20 7408 4090
+44 (0) 20 7382 8300
+44 (0) 20 7466 5000 |
Notes to Editors:
Solo Oil plc (Solo), is a natural resources investment company with a diverse portfolio of onshore assets, principally in Europe and Africa. The company seeks to deliver returns through early stage investment in promising projects and uses management's own sector expertise to assist in strategic asset development. Solo's portfolio currently includes extensive interests in the prolific Ruvuma Basin in Tanzania, the Horse Hill oil discovery in the Weald Basin, Helium One Limited, the Tanzanian helium exploration company, and Kiliwani North, a natural gas producing project in Tanzania.
Glossary:
discovery |
a petroleum accumulation for which one or several exploratory wells have established through testing, sampling and/or logging the existence of a significant quantity of potentially moveable hydrocarbons |
oil in place |
stock tank oil initially in place, those quantities of oil that are estimated to be in known reservoirs prior to production commencing |
PEDL |
UK Petroleum Exploration and Development License |