Member Info for AussieBattler

Tiny dilution and at a premium to current sp so no issues here for me.

Share Capital following the Subscription and Issue of Shares

Application has been made for the Subscription Shares, and the Loan Facility Interest Shares, to be admitted to trading on AIM. It is expected that Admission of the Shares will become effective and that dealings will commence at 8.00 a.m. on or around 4 September 2020.

Following admission of the Subscription Shares and Loan Facility interest Shares , the Company's enlarged issued share capital will comprise 1,325,296,032 Ordinary Shares of 0.001 pence each with voting rights in the Company. This figure may be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in the interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

Jeremy Asher, Chairman and Chief Executive Officer, commented:

"We are pleased to have agreed this loan facility with Shard, which will provide us with working capital while we complete our asset-level financing for our Cameroon development, and to have made this small placing of shares. I believe that shareholders already know that we are keen to avoid issuing more shares or warrants than necessary at the current share price. The new loan facility, and the extension of the existing one, will allow us to avoid issuing more than a small number of shares, and most of those new shares will also reduce our existing debt. Although the loans require us to issue some warrants, these are at a significant premium to the current share price, and my company Pegasus is also pleased to be supporting the Company by converting existing obligations into shares at the same terms as the subscription. Our intention is that both loan facilities will be repaid when we conclude our asset-level financing for Cameroon, which we are working on at present. "

Extension of the Pegasus Loan Facility and Issue of Shares and Warrants

As previously announced on 1 July 2020, the US$750,000 Loan Facility, provided by Pegasus, was extended with repayment due on or before 15 August 2020 with a further grace period to account for any delays.

The Company has now agreed with Pegasus a further extension of the repayment of the Pegasus Loan Facility, to coincide with the maturity date of the Shard Facility, pursuant to which the terms of the Pegasus facility would also be adjusted to reflect similar or equivalent terms to the Shard Facility. Therefore the redemption fee on the Pegasus Loan Facility will be changed to match that of the Shard Facility, and an equivalent number of warrants on equivalent terms pro rata will be issued to Pegasus in consideration for the Pegasus Extension. The total number of warrants to be issued to Pegasus, based on the same three year term and strike price per share as the Shard Warrants will therefore be 47,169,811 warrants. The default provisions of the Pegasus Loan Facility will also be conformed with the default provisions of the Shard Facility, and Pegasus will share its security position with Shard.

As part of the extension agreement, $152,120.30 of accrued interest on the Pegasus Loan Facility, together with $45,000 as a prepayment of interest will be converted into shares in the Company at the Issue Price and using the Exchange Rate as set out above.

Related Party Transactions

Jeremy Asher, Chairman and CEO, is the ultimate beneficial owner of Pegasus, which has agreed the Pegasus Extension, and payment of accrued and pre-payment loan interest via the issue of shares ("Loan Facility Interest Shares").

Jeremy Asher, as a director and substantial shareholder of the Company, and Pegasus Petroleum Ltd, are considered to be "related parties" as defined under the AIM Rules and accordingly, the Pegasus Extension and associated issue of shares and warrants constitutes a related party transaction for the purposes of Rule 13 of the AIM Rules.

The Directors independent of the Pegasus Extension, being Peter Taylor and David M Thomas, consider, having consulted with SP Angel Corporate Finance LLP, the Company's nominated adviser, that the terms of the Pegasus Extension and issue of warrants and shares are fair and reasonable insofar as the Company's shareholders are concerned.

The following tables sets out the Directors' share and warrant holdings and percentage interests in the issued share capital of the Company following completion of the subscription and issue of shares.

Tower Resources plc

Shard Merchant Capital Loan Facility Agreement

Extension of Pegasus Loan Facility

Issue of Shares and Warrants in connection with Loans

Subscription to raise US$200,000



Tower Resources plc (the "Company" or "Tower" (TRP.L, TRP LN)), the AIM listed oil and gas company with its focus on Africa, is pleased to announce that, further to the Company's financing update announcement on 14 August 2020, the Company has on 28 August 2020 agreed a six-month Loan Facility (the "Shard Facility") of US$500,000 with Shard Merchant Capital Ltd ("Shard"). The terms of the Shard Facility include the issue of 31,446,541 attached three-year warrants at a strike price of 0.6 pence and 5,761,198 shares to pre-pay interest .

The Company has also, on 28 August 2020, agreed a further six-month extension to its existing US$750,000 Loan Facility (the "Pegasus Loan Facility") with Pegasus Petroleum Limited ("Pegasus"), as part of which it will issue 47,169,811 attached three-year 0.6 pence warrants, and Pegasus has agreed to subscribe for 37,854,971 shares to convert the current accrued interest on the Pegasus Loan Facility into shares, and to pre-pay interest (the "Pegasus Extension").

The aggregate number of shares to be issued in consideration of accrued and pre-paid interest for the Shard Facility and Pegasus Loan Facility is therefore 43,616,169 shares ("Loan Facility Interest Shares").

The Company also announces a subscription (the "Subscription") agreed on 28 August 2020 to raise gross proceeds of US$ 200,000 through a subscription of approximately 38,407,989 new ordinary shares of 0.001 pence each (the "Subscription Shares") at a subscription price of 0.393 pence per Subscription Share (the "Subscription Price") to clients of Shard. The Subscription Price of 0.393 pence per share represents a discount of 9.7% to the midpoint price of the Company's shares at the close of trading on 28 August 2020.

The purpose of the Shard Facility, Pegasus Extension and the Subscription is to cover working capital while the Company finalises funding arrangements for the drilling of the NJOM3 well on the Thali licence as highlighted in the Company's 20 August 2020 announcement.

Shard Facility and Issue of Shares and Warrants

The Company has agreed a six-month funding facility of US$500,000 with Shard Capital Management Limited. The Shard Facility will rank pari passu with the existing Pegasus Facility. The material terms of the facility comprise interest of 1% per month paid monthly in arrears, sharing of the rights of Pegasus under the existing fixed and floating charge over the Company's assets shared held by Pegasus, and the issue of 31,446,541 three-year warrants at a strike price of 0.6 pence per share ("Shard Warrants"), which is a premium of 37.9% to the midpoint price of the Company's shares at the close of trading today. The Shard Facility has a term of 6 months and a redemption fee of 8%. The Shard Facility will al

sorry 0.4134 they are offering

looking good here. Will take 3m at above the ask 0.3134. To me that says they need shares. Probably processing buy order/s imo

As far as I am aware there was only 2 buys of total 8.5m (£36k) shares on Friday. I don't think there has been a leak as volume is still pitiful. News will come, hold tight, then boom

Gradually rising on tiny volume so when we get some news and some decent buying, this will explode.

a good day! I make that the highest close since March 6th! Trend looking great!

Looking great for next week!

Tiny volume but nothing but buys nonetheless

managed to get £500 at 0.38

can't buy ffs, this is going back up

Tower Resources plc

Financing Update and change of Joint Broker

Tower Resources plc (the "Company" or "Tower" (TRP.L, TRP LN)), the AIM-listed oil and gas company with its focus on Africa, is pleased to provide an update regarding the financing process in respect of its Thali production-sharing contract (the "PSC") in Cameroon conducted through its wholly-owned subsidiary Tower Resources Cameroon SA (the "Operator").

In recent weeks the Company has been engaged in detailed discussions regarding a loan facility for the Njonji development at Thali. The proposed facility would provide up to US$10 million to the Operator for the NJOM-3 well currently in progress, and, subject to the results of that NJOM-3 well, the facility might then be expanded to support the next three production wells and platform planned for Njonji. The proposed facility would be secured by the proceeds from the PSC.

As previously announced, the Company has an agreement with OilLR Pty Ltd ("OilLR") for OilLR to farm in to the PSC to provide up to US$7.5 million for the NJOM-3 well. OilLR has not yet made the payment into escrow contemplated by that agreement, which means that the Company has the option either to reduce OilLR's investment to US$5 million or to terminate the agreement. The Company also remains in discussions with another potential farm-in partner. The Company is considering its options with regard to the OilLR agreement in light of other discussions, notably regarding the proposed US$10 million loan facility, and the terms of the agreement do not set any deadline for the Company to declare its options, apart from a planned completion date of 15 September 2020.

The Company also notes that its current Loan Facility, held by Pegasus Petroleum Ltd, a company beneficially owned by the Company's Chairman and CEO, Jeremy Asher, is due for repayment, and it is currently in discussions regarding a further extension to that Loan Facility, which it expects to conclude within the grace period as announced on 1 July 2020.

Change of Joint Broker

Following the merger of the Company's joint broker, Whitman Howard Limited, with Panmure Gordon, the Company is also pleased to announce that it has novated its agreement with Whitman Howard in favour of the new entity, Panmure Gordon (UK) Limited.

Jeremy Asher, Tower's Chairman and CEO, commented:

"We are very pleased that these discussions regarding a loan facility for Thali have gained traction, because debt financing has remained our preference since we first explored the idea last year. The possibility of a facility that can be extended to cover the next stage of work following NJOM-3 is especially attractive as it would significantly reduce the work and time required between drilling NJOM-3 and drilling the next three wells and achieving first oil.

We must stress that these discussions are not yet concluded, but they are material enough that they affect our other decisions regarding farm-out investmen

It’s a fairly basic principle in business to under promise and over deliver, especially when it comes to timescales. Even more so on AIM or you can get punished. I feel JA hasn’t exactly got this principle dialled

I imagine they are trying to fill buy orders as they will take the lot from me

Agree completely. This is on the backburner. We need a Cameroon update but this will come come shortly

In particular, Tower's license PEL 96 also includes two other giant structures (identified on the map on our website at the link above as Alpha and Gamma) and four other substantial leads in the Dolphin Graben (identified on the same map as leads A, B, C and D), each of which contain multiple stacked reservoir targets including Albian carbonates and Upper Cretaceous turbidites. Both Alpha and Gamma are interpreted to be giant 4-way dip closured structures with billion-barrel potential analogous to Welwitschia. The Dolphin Graben Leads A, B, C & D, all of which are located directly adjacent to areas with mature source rocks, are estimated individually to range in size from 250 to 686 million barrels of prospective resources (arithmetically summed gross, unrisked, Pmean), based on Tower's own initial unaudited estimates.



In addition to the structural plays identified above, Tower has also identified significant prospectivity in stratigraphic plays within the Cretaceous and Palaeogene intervals, with potential for deep-water turbidite reservoir interbedded with mature source rocks. These are analogous to plays being explored by others in the Walvis and Orange basins in the South as well as the Namibe basin directly to the North.



Tower is now undertaking further technical evaluation of the leads identified to-date as part of the work programme for the Initial Exploration Period for PEL 96, with focused geological, geophysical, and geochemical analysis aiming to high-grade areas for further data acquisition.



As previously disclosed, Tower received an unsolicited approach from a Major oil company regarding its license PEL 96 in the second half of 2019. That company has told Tower that it remains interested in working on this project, but has not prioritised it during the first half of 2020, and we expect discussions to remain on the back burner in the second half of the year, or at least until the Covid-19 pandemic situation is clearer. This has not affected our own plans for the license, and we await with great interest the outcome of further work, such as Global's, and also further wells being drilled in Namibia, including Shell's well on license PEL 39 and Total's Venus well, all of which will enhance our own basin modelling and prospect evaluation.

amibia Update

Tower Resources plc (the "Company" or "Tower" (TRP.L, TRP LN), the AIM-listed oil and gas company with a focus on Africa, is pleased to provide an update on activity in respect of license PEL 96 in Namibia, covering blocks 1910A, 1911 and 1912B (the "Namibian Blocks").



Tower has noted the announcement by Global Petroleum Ltd ("Global") of updated prospective resource estimates in respect of its license PEL 94, covering block 2011A which is immediately to the South of Tower's block 1911. Global estimates that its Welwitschia Deep Albian carbonate prospect has Best Estimate unrisked gross prospective resources of 671 million barrels of oil, with a geological chance of success of 17%. Global's estimate, classified in accordance with the Society of Petroleum Engineers' Petroleum Resources Management System, is based on a reinterpretation of existing 3D data which Global licensed from Namcor, taking into account recent well results in the area, and conducted by Global's consultant exploration manager who is also a principal of Energy Explorers Ltd.



Tower observes that this figure corresponds to the portion of the prospect on block 2011A, and notes that approximately 25% of the Welwitschia structure lies in block 1911, which is covered by Tower's license PEL 96. Although this proportion is an estimate made without the details of Global's detailed reinterpretation, it would imply that the total Best Estimate unrisked gross prospective resources of the Welwitschia Deep prospect's entire structure would be in the region of 895 million barrels. Of this, approximately 224 million barrels would lie in block 1911, of which approximately 179 million barrels would be attributable to Tower.



To place this into perspective, Albian carbonate and Upper Cretaceous turbidite intervals have also been identified within multiple structural traps across Tower's Namibian blocks. These reservoirs are proven on block 1911 in the two wells drilled by Norsk Hydro in the mid 1990s, with well 1911/15-1 recovering oil from Albian carbonates as well as penetrating three source rock intervals. We would draw investors' attention to the more detailed summary contained on our website at

Namibia update, referring to work Global is doing

"At present we are concentrating on getting our Cameroon farm-out finalised and preparing for Covid-19 conditions to permit us to resume well preparations at Thali, and we hope to update the market with further news about this shortly. But we are also continuing to work on our Namibian license. Even though most of the work is desk-based at this early stage of the Initial Exploration Period, it will be profoundly influenced by the insights we can gain from the physical exploration efforts of other parties, even in other basins in Namibia. We are especially interested in what Global is doing on PEL-94, and note that the amount of 3D data already obtained on the Welwitschia Deep prospect suggests that this might already be close to being drill-ready. If Global is able to drill an early well on PEL 94 targeting the Albian carbonates and Cretaceous turbidites, this would bring extremely valuable insight to Tower on the multiple structures and leads on our PEL 96, and if it is on Welwitschia Deep, then it might also bring an early discovery providing immediate reserves to our Company."