Placing & Further Investments
Xtract Energy plc
16 November 2006
16 November 2006 AIM: XTR
XTRACT ENERGY PLC
('Xtract' or 'the Company')
Placing of new ordinary shares
Further investments in Cambrian Oil & Gas Plc ('COIL')
and Wasabi Energy Limited ('Wasabi')
Placing
Xtract has placed 109,795,800 million new ordinary shares of 0.1 pence each (the
'Placing Shares') at 5.5 pence per ordinary share through its broker W.H.
Ireland Limited, raising £6,038,769 before expenses (the 'Placing'). Application
has been made to London Stock Exchange plc for the Placing Shares to be admitted
to trading on AIM on 22 November 2006.
Following the completion of the Placing there will be 467,105,600 ordinary
shares in the Company in issue.
Cambrian Mining plc ('Cambrian') through its wholly owned subsidiary Cambrian
Investment Holdings Ltd ('CIH') holds 192,942,500 ordinary shares in the
Company, representing approximately 54.0 per cent. of the current issued share
capital, and is therefore defined as a related party under the AIM Rules. As
part of the Placing, Cambrian subscribed for 9,795,800 new ordinary shares. In
addition, CIH converted its loan notes of £3,361,231 into ordinary shares of
Xtract at the Placing price. Following the Placing and the conversion of the
loan notes, Cambrian together with CIH will hold in aggregate 263,851,591
ordinary shares in the Company (representing approximately 50.0 per cent. of the
Company's enlarged issued share capital).
This subscription by Cambrian represents, under the AIM Rules, a related party
transaction. The directors of Xtract consider, having consulted with its
nominated adviser, that the terms of the subscription are fair and reasonable
insofar as its shareholders are concerned.
The proceeds of the Placing will be used in the implementation of Xtract's
investment strategy including the development of its oil shale extraction
technology and also to provide working capital for the Company.
Further investment in COIL
Xtract has agreed to purchase from Cambrian 53,333,333 ordinary shares (together
with the same number of warrants exercisable at a price of 3p per share) in
COIL, the consideration for which will be the issue to Cambrian of 29,090,909
new Xtract ordinary shares.
Following completion of this transaction the Company will hold 202,964,102
ordinary shares in COIL representing approximately 65.47per cent. of the issued
share capital of COIL and Cambrian and CIH together will hold 292,942,500 Xtract
ordinary shares representing approximately 52.6 per cent. of the Company's
enlarged issued share capital.
As Cambrian, through CIH, holds approximately 54.0 per cent. of Xtract's issued
ordinary shares, the acquisition of the COIL shares and warrants represents a
related party transaction under the AIM Rules. The directors of Xtract consider,
having consulted with the Company's nominated adviser, that the terms of the
transaction are fair and reasonable insofar as its shareholders are concerned.
Further investment in Wasabi
Xtract has agreed to sell its holding of 61.5 million ordinary shares in Aviva
Corporation Limited, together with an interest in a steel-making technology, to
Wasabi in exchange for the issue to Xtract by Wasabi of 175 million new Wasabi
ordinary shares together with 25 million warrants exercisable at a price of
A$0.03 per Wasabi share.
Following this transaction (which is conditional on the approval of Wasabi's
shareholders at an extraordinary general meeting) and a proposed fundraising by
Wasabi, Xtract will hold 256,511,422 Wasabi ordinary shares (representing
approximately 41.6 per cent. of Wasabi's proposed enlarged issued share
capital).
Enquiries:
Xtract
John Newton 020 7409 0890
Director
Smith & Williamson
Azhic Basirov 020 7131 4000
David Jones 020 7131 4000
About Xtract Energy Plc
Xtract's prime assets are its interest in shale oil deposits at Julia Creek in
Queensland, Australia and a joint venture with the Australian research group,
CSIRO, to develop a process for extracting oil from shale deposits. The initial
validation tests, comprising small scale batch extractions of oil from the
shale, have demonstrated that recovery from Xtract's Julia Creek shales in
Queensland, Australia, would be in the order of 150 litres of light crude oil
per tonne of shale. Earlier conventional retorting experiments indicated that
the conversion of kerogen to oil yielded about 74 litres of oil per ton of
shale.
Applying this rate of yield increase to the yields of 50 - 65 litres per tonne
used earlier this year in Xtract's AIM admission document in relation to certain
of Xtract's Julia Creek leases results in estimated in-situ shale oil resources
of over 1.6 billion barrels of oil.
Other energy assets held by Xtract are:
• approximately 52.6% of Cambrian Oil and Gas Plc ('COIL') which is
developing oil and gas assets in the Kyrgyz Republic (this will be the
holding following the completion of the purchase of the further Coil shares
as described above).
COIL has acquired 25% of the issued share capital of ASX listed Methanol
Australia Ltd ('MEO'). MEO is focused on developing a gas-to-liquids project
in the Timor Sea, approximately 275 km northwest of Darwin, Australia, in an
area known as Tassie Shoal. It has secured Australian Commonwealth
Government environmental approvals for two large scale (1.8 mtpa) methanol
plants (50% interest) and a 3 mtpa LNG plant (100%), which is the only new
Australia LNG project to receive its Commonwealth Government environmental
approvals.
• approximately 19.1% of Wasabi Energy Limited which has rights to the
Kallina power technology, uranium exploration interests in the Northern
Territory, Australia, interests in the newly-formed Evolution Energy joint
venture to produce bio-diesel fuel in Australia and in a coal deposit in
Canada;
• approximately 18.2% of Aviva Corporation Limited with promising thermal
coal deposits in the mid-west of Western Australia.
This information is provided by RNS
The company news service from the London Stock Exchange