Issue of Equity, Granting of

RNS Number : 3231V

Chalkwell Investments PLC

01 November 2010

 



1 November 2010

Chalkwell Investments plc.

("Chalkwell" or the "Company")

Issue of Equity, Granting of Loan, Changes in Shareholdings and Board Appointment

Chalkwell, the AIM-quoted investment company, with a focus on the resource sector, is pleased to announce that it has completed a placing of 2,000,000 new ordinary shares of £0.001 each ("New Ordinary Shares") at a price of 30p per share, (the "Placing") for a total value of £600,000. The proceeds will be used as to £100,000 for the general working capital needs of the Company and as to up to £500,000 as an unsecured loan made by Chalkwell to Core Oil & Gas, Inc. ("Core") ("Loan"). 

Core is a US-focused oil and gas company, which has acquired a 33.3% working interest and a 29.13% net revenue interest in respect of Mustang Island in Kleburg County, Texas (State of Texas Oil and Gas Lease numbers 108873 and 108877) ("Mustang Interest").

Mustang Island is a shallow inshore oil and gas asset, located in the Gulf of Mexico, with infrastructure in place and nearby oil and gas pipelines available.  Mustang Island is a proven behind-pipe asset, comprised of four shut-in wells previously drilled by Chevron Corporation. Core estimates that the Mustang Island asset contains total initial P90 reserves of up to 11.8 million barrels of oil equivalent ("boe") (Core's share of reserves).

The Company understands that Core intends to acquire, following completion of the Placing and granting of the Loan, participation interests in respect of Budde Ferry 27.3 (Oceana County, Michigan), Baron 14-15 (Oceana County, Michigan), and Paradise 4 (Grand Traverse County, Michigan). Core estimates that these assets contain additional total initial P90/P50 reserves of up to 6.38 million boe (Core's share of reserves).

In addition, Core has a number of other oil and gas prospects in the United States of America under active consideration. Core's strategy is to generate short-term cash flow from smaller near-term prospects whilst it develops larger reserves, including Mustang Island.

Core will use the Loan to pay the first tranche of a total consideration of US$1,333,000 being US$133,000 to Seadrift Management, LLC and WellMaster Exploration & Production Co., LLC (the "Vendors") in respect of the Mustang Interest and to provide payment for a detailed reserve review of Core's oil and gas reserves by RPS Energy.  The remaining US$1.2 million consideration is payable by the end of April 2011 and will be paid in loan notes. Core will execute and deliver at completion a promissory note made payable to the order of the Vendors in the principal amount of US$1.2 million.  The notes bear interest at the rate of 6% before default.  All principal and accrued and unpaid interest is due and payable on said notes on 30th April 2011. In the event the principal or interest on said note is not paid when due, said note shall bear interest at the lesser of 18% per annum or the maximum non-usurious rate of interest that applies to the indebtedness evidenced by the notes. In addition, the Vendors retain in proportion to their undivided interests, an overriding royalty interest free and clear of all costs and expenses of production and all post-production expenses equal to 1% of 8/8ths of all oil and gas produced and sold from the leases.

The Company is evaluating opportunities and undertaking due diligence that may or may not result in further developing the commercial and corporate relationship between the Company and Core.

Following the issue of the New Ordinary Shares, the Company's total issued share capital will be 2,452,854 ordinary shares of £0.001 each ("Ordinary Shares").  Application has been made to the London Stock Exchange for the New Ordinary Shares which are expected to be admitted to trading on AIM with effect from 5 November 2010.

In addition, the Company has been notified today that Germiston Investments Limited has today sold 135,403 Ordinary Shares, 1,300,000 warrants in respect of Ordinary Shares and £40,514.50 of convertible unsecured loan notes to Channel Equity Partners (BVI) Limited (representing an aggregate of approximately 26.8% of the issued share capital of the Company on a fully diluted basis) and that Trafalgar Specialized Investment Fund FIS (in liquidation) has today sold 90,068 Ordinary Shares and 900,000 warrants in respect of Ordinary Shares to John Roddison (representing 16.2% of the issued share capital of the Company on a fully diluted basis). Channel Equity Partners (BVI) Limited and John Roddison are unconnected.

It is intended that John Roddison will be appointed as director of the Company at the next annual general meeting of the Company to be held at 11 a.m. on 29 November 2010.

The following table sets out details of Significant Shareholders (as defined in the AIM Rules) of the Company following the Placing and the above notifications.

	Ordinary Shares Held	Percentage of Issued Shares Held
Channel Equity Partners (BVI) Limited	135,403	5.52
John Roddison	90,068	3.67
T1ps Smaller Companies	333,333	13.59
SVM UK Emerging Fund	168,333	6.86
Edward Davies	83,334	3.40
Spencer Fearn	116,667	4.56
Hargreave Hale Nominees Limited	108,333	4.42
El Oro Limited	116,667	4.76
McQueen Developments Limited	83,334	3.40
Donald William Robertson	165,000	6.73
Adam Shaw	83,334	3.40
XCAP Nominees Limited	500,000	20.38

Nigel Weller, Director of Chalkwell commented:

"We are pleased with the successful completion of the Placing and the granting of the loan to Core, with whom we hope to further develop our relationship with in the future."

In accordance with the AIM Rules - Guidance for Mining and Oil & Gas Companies, John Randell, Exploration Director, Core, qualifies as a Qualified Person for the purposes of this announcement and has approved the technical information contained in this announcement.

ENDS

For further information please contact:

Chalkwell Investments plc

Nigel Weller, Director                                                                                                 [phone]

Religare Capital Markets (Nomad)

Nick Harriss/Emily Staples                                                                                         [phone]

Religare Capital Markets (Broker)

Daniel Briggs                                                                                                                    [phone]

Bishopgate Communications

Michael Kinirons                                                                                                              [phone]

Appendix

John Roddison, aged 55, is a Chartered Accountant and a director at accounting firm Brown McLeod.

John Roddison holds or has held the following directorships or has been a partner in the following partnerships in the five years prior to the date of this announcement.

Current Directorships / Partnerships	Previous Directorships / Partnerships
10 Past 12 Records Limited	200% Deli Ltd
37 Degrees Limited	3Bean Ltd
37 Degrees Music & Publishing Limited	A Cass Cable Services Ltd
A Fox's Tale Limited	Abgalvin Ltd
Alice Coulthard Limited	Acorn Pre-School Playgroup Ltd
Another Daze Limited	Advance Technology Products Ltd
Arbiz Limited	Alice & Erna Ltd
Asia-Pacific Foundation Limited	Angular Publishing Ltd
Asia-Pacific Foundation Research Limited	Antics Antiques Ltd
Backyard Music Publishing Limited	Appealing Media Ltd
Be In The Press Limited	ASKD Developments Ltd
Berkeley Square Special Situations Limited	Aston Vintners Ltd
Beyond Bedlam Limited	Awalian Holdings Ltd
Blackberry Way Limited	B Booth & Sons Ltd
Blanco Music Limited	Beck Industries Ltd
Blanco Music Records Limited	Ben Miller Design Ltd
Bringing Music To You Limited	Beuselinck Birrell Media Partners Ltd
Bromheads Jacket Limited	Bierton Timber Products Ltd
Brown McLeod Limited	Big Ears Music & Design Ltd
Cabaret Voltaire Limited	Big Hand Publishing Ltd
Caged Butterfly Limited	Big Hand Recordings Ltd
Carl Baker Promotions Limited	Bikki Marketing Ltd
Cavemen Limited	Binksy Creative Ltd
Cavernbeat Limited	Biztalkers Ltd
Centennial Asil Arabian Stud Ltd, The	Breakfast In Bread Ltd
Closing The Ring Limited	Budnubac Ltd
Club Fandango Limited	Buxton Yeoman Homes (Apsley) Ltd
Crystal Ship Limited	Buzzdeck Ltd
Current Media Limited	Captured Photography Ltd
Dambusters Limited	CG Global Energy Ltd
Davenport Capital Limited	Charlie Brooker Consultant Ltd
Davies Street Crawley Limited	Chelsea Pictures Ltd
Death Valley Auto Brokers Limited	Chris Egglestone Ltd
Diet Rich Merchandise Limited	Civic Promotions Ltd
Duane Eddy Touring Limited	Classic American Muscle Ltd
Electric Canyon Management Limited	Cloud Enterprises Ltd
Euro Korea Marketing Limited	Coast Technical Services Ltd
Fandango Music Promotions Limited	Cobs 2 U Ltd
Funky Bottom Limited	Coco Catering Ltd
Gift of Song Limited	Colin Oliver & Company Ltd
Harrisons Music Limited	Come Round Ltd
Heisenberg Capital Limited	Complete Install Renewable Energies Ltd
Hogg Acting Limited	Concept Systems (Yorkshire) Ltd
Hogg Music Limited	Crackerjaw Ltd
House of Hackney Limited	Dafnc Ltd
I Monster Limited	Dandy Dodo Ltd
JC82 Limited	Dash Sound Ltd
Kills Limited, The	Dave Best Ltd
Kills Touring Limited, The	David Venn Songs Ltd
Kinooga Technology Limited	Davies Street Crawley Ltd
KORA UK Limited	Derwent-Wye Fine Art Auctions Ltd
Ladytron Limited	Des Brophy Fine Arts Ltd
Les Lovers Limited	Devil PR Ltd
Let's Ballad Limited	Dill Investments Ltd
Little Lost David Limited	Dreamfield Ltd
Long Blondes Limited, The	Dronfield Leisure Ltd
Ludhamgate Limited	Dylan Batdorff Services Ltd
Management Construction & Technology Ltd	E M R H Services Ltd
Marquee Moon Limited	East Stirlingshire Holdings Ltd
Martial Artists Limited	East West Developments International Ltd
Max Keiser Productions Limited	Ebrington 2010 Ltd
McCall Music Limited	Eden Design & Interiors Ltd
Megapop Limited	El Rey Ltd
Musee Des Croix Limited	Elan Business Consulting Ltd
No Pain In Pop Limited	Equisport Leisure Vehicles Ltd
No Xcuse Limited	Erin Petson Ltd
Oh Laura Limited	Facial Plastic Surgery Company Ltd
Olafur Arnalds Limited	Fee Gees Coffee Lounge Ltd
One Bit Limited	First Press Wines & Spirits Ltd
Owls Limited, The	Food Routes Ltd
Paranoia Productions Limited	Francis Upritchard Ltd
Party Horse Limited	Frontline Electrical Installations Ltd
Pen Palz Limited	Fuse Creative Ltd
Pirate My Film Limited	G M Music Consulting Ltd
Pitchford Hall Limited	Gabriella Everitt Ltd
Project Velvet Limited	Georgina Gunner Ltd
Promises Promises Limited	Gilford Music Ltd
PSP London Limited	GPS Solutions Ltd
Punk Rock Blues Records Limited	Harvey Arms Ltd
Quartet Books Limited	HDIF Promotions Ltd
Quartet Holdings Limited	Hellovan Ltd
Quartet Publications Limited	Highway Design & Maintenance Ltd
Quatermass Limited	Honey Bullet Ltd
Rave A.R Limited	Iglu Communications Ltd
Red Lodge Agency Limited	Innerexchange Solutions Ltd
Red Meat Heart Limited	ITN Corporation Ltd
Red Owl Investments Limited	J O'Dowd Plant Ops UK Ltd
Rodeo Massacre Limited	James Dicko Ltd
Satanic Mills Limited	JB & C Kitchens Ltd
Shake Aletti Limited	Jimi Naylor Ltd
Silver Jay Limited	Joel Collins Ltd
Sobriety Records Limited	Joel Porter Ltd
Soft Cell Limited	John Ashforth Ltd
Sporthaven Event Management Limited	K & PA Ltd
Sporthaven Limited	Kazam Retail Ltd
Story of A Limited	KC Records Ltd
Streetwise Productions Limited	Keen Films Ltd
Stromboli Films Limited	Kestral Film Works Ltd
Sun Invention Limited	Kiwi Exchange Ltd
Team Network Limited	Knights Property Services Ltd
Tehmina Limited	Leedar Automotive Ltd
Terrace Four Limited	Lewin Hall Ltd
Third Man Limited	Lifeskills Solutions (London) Ltd
Thornmead UK Limited	Lilac London Ltd
Tomcat Management Limited	Litlun's Ltd
Trading Post London Limited, The	Lodestone Advisors Ltd
Trashed Creative Limited	Lola Moda Ltd
Twins of Evil Limited	Lone Elk Ltd
Villastar Limited	Lordan Property Management Ltd
Violet May Music Limited, The	Lost Donkey Productions Ltd
Wednesday Limited	M H Y G Consulting Ltd
Whisky Robber Limited	M J Oldham Ltd
Whisky Robber Productions Limited	Madden Media Consultancy Ltd
Wire Magazine Limited (The)	Mak Electrical Services Ltd
Wretch 32 Limited	Malpais Ltd
Xcelnia Solutions Limited	Maple Leaf Joinery & Restoration Ltd
Yat-Kha Limited	Martin Koen Ltd
Young Man Limited	Matt Bowman Ltd
Younger Brother Records Limited	Matt Henshaw Ltd
Zed Entertainment Limited	Miller Vincenzi Ltd
	Modular Ltd
	Modular Projects Ltd
	Mongrel Music Touring Ltd
	Moore Noise Ltd
	Mortons Yorkshire Ltd
	Mostly Creative Ltd
	MPS & Associates Ltd
	Mutable Industries Ltd
	NB Property Developments UK Ltd
	Neil Osbourne Freelance Ltd
	Next Stage Creative Associates Ltd
	Northern Blue Associates Ltd
	Norton Woodwork Ltd
	Oddsocks Management Ltd
	Oli Main Ltd
	Otolith Collective Ltd
	Oughtibridge Construction Ltd
	P Price Services Ltd
	Park Social Sports Club Ltd
	Pete Everitt Ltd
	Pete Molinari Ltd
	Petra Joy Ltd
	Pit-Stop Youth Project Ltd
	Powerclene (Domestic) Ltd
	Powerclene Ltd
	Progressions UK Ltd
	Pronto Management Ltd
	Pure Being & Well Being Ltd
	Rachel Lewin Ltd
	Rave UK Ltd
	Red Door Films Ltd
	Relocate 2 Sheffield Ltd
	Revolution Web Ltd
	Revolver Stock Ltd
	Rob Webb Ltd
	Roma Roofing Ltd
	Run Hide Survive Ltd
	Ryan Andrew Wilson Ltd
	S Jackson Casting Ltd
	S6 Engineering Ltd
	SAM Creative Services Ltd
	Sarahkitchen Ltd
	SB Alliance Services Ltd
	Scribestar Ltd
	Secret Name Management Ltd
	Sector Zero Ltd
	Selectis Trading Ltd
	Serious Interests Agency Ltd
	Seymour Clearly Ltd
	Shopvon Ltd
	Simian Ventures Ltd
	Sirron Ltd
	Skip2it Doncaster Ltd
	Sleven Ltd
	Small Dog Company Ltd
	Soma Publishing Ltd
	Sport Profile Ltd
	Stanford Sound Studios Ltd
	Stereoscopic Solutions Ltd
	Strada Solutions Ltd
	Studio Graphics Ltd
	Studiotheque Ltd
	Sumthink Creative Ltd
	Swinton Installation Services Ltd
	T Cass Cable Services Ltd
	T Macdowel Ltd
	Tattersall & Rozycki Ltd
	Taylormade Agency Services Ltd
	Techy Bod Ltd
	Teddy's Cut Ltd
	The Cat Litter Co (UK) Ltd
	The Chapel Jewellers Ltd
	The Flea Pit Ltd
	The Freeholders Of 24 Silchester Road St Leonards Ltd
	The River Caves Ltd
	The Sound & Vision Agency Ltd
	Total Paving Company Ltd
	TPX Logistics Ltd
	Tramlines Events Ltd
	Tranquility Skincare Health & Beauty Salon Ltd
	Triumphant Sound Ltd
	Tutis Int Ltd
	Un Recordings Ltd
	V-Comunico Ltd
	Verde Technologies Ltd
	W K Property Services Ltd
	Ward Studio Ltd
	Waugh Courier Services Ltd
	We Are Brand New Music Ltd
	Whateva Ltd
	Wilk's Language Services Ltd
	Zoe Rooke Ltd

The Centennial Asil Arabian Stud Limited was put into compulsory liquidation pursuant to a petition dated 26 November 2008 issued by the Commissioners for HM Revenue & Customs.  The petition arose out of an assessment for VAT that was claimed on estate agents and legal costs incurred on the sale of a farm.  The assessment for VAT was disputed by The Centennial Asil Arabian Stud Limited. Mr. Roddison is now in discussions with the Insolvency Service in order to settle the matter.  The aggregate sum owed to the HM Revenue & Customs is £16,000.

As set out in this announcement John currently holds 90,068 Ordinary Shares and 900,000 warrants in respect of Ordinary Shares (representing 16.2% of the issued share capital of the Company on a fully diluted basis).

In accordance with paragraph (g) of Schedule Two to the AIM Rules for Companies, the Company confirms that there are no further matters to be disclosed in respect of John Roddison's appointment.

 

END

 

 

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