Last checked at 17 Oct 2022 07:00
RNS Number : 0717D ADM Energy PLC 17 October 2022 160THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF EU REGULATION 96/2014 (WHICH FORMS PART OF DOMESTIC UK LAW PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT 2018). UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
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17 October 2022
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ADM Energy PLC160
("ADM" or the "Company")160
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Funraising an Directorate Changes
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ADM Energy PLC (AIM: ADME BER an FSE: P4JC), a natural resources investing company, announces that it has raise a total of approximately 16372,000 through a subscription (the "Subscription") an a loan from Tennessee Black Gol LLC ("Tennessee Black Gol" or the "Subscriber"). The Company also announces that Osa Okhomina will step own from the Boar of Directors an his position as Chief Executive Officer upon receipt of the total Subscription amount expecte to be by 28 October 2022.
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The Subscription
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The Company has raise, conitional on Amission (efine below), 16300,000 Net at a subscription price of 1.2 pence per share through the issue of 41,666,667 new orinary shares ("Subscription Shares") to Tennessee Black Gol, which represents 14.0% per cent of the Company's enlarge issue share capital on Amission.
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Of the subscription procees, 163100,000 has been remitte with the balance of 163400,000 ue by 28 October 2022.160 Application for Amission of the Subscription Shares will only occur once all subscription procees have been receive.
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The Subscription is subject to Amission occurring by no later than 9.00 am (GMT) on 11 November 2022.
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Use of Procees
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The Company intens to use the procees primarily to reuce outstaning creitors an for general working capital purposes.160 The Company has commence a review of its operations to implement a cost reuction programme an take proactive steps to eliver shareholer value.
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The Company also confirms that the Subscription will not be use in the acquisition of any assets an no such agreements have been entere into in this regar.
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Loan Facilities Agreement
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The Company entere into a efinitive agreeement with The Subscriber to borrow, in aggregate US20,000.00 avance in five instalments of US0,000.00 each, with the first installement ue on 28 October 2022 an the last one on 28 February 2023. The Loan will mature on 28 October 2024 an on that ate the full principal amount along with accrue an unpai interest will be ue in cash, pai as irecte by the Subscriber. The interest rate will be 6.0% per annum an will accrue through 28 October 2023 an, thereafter, it will be payable quarterly, in cash, within five business ays after the en of each calenar quarter.
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Boar an Directorate Changes
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Osa Okhomina is to step own from the Boar of Directors an his position as Chief Executive Officer of ADM in orer to pursue other interests an will leave the Company upon receipt of the Subscription procees.160 Recruitment will commnence to appoint a new Chief Executive Officer, meanwhile, the role may be fulfille by existing irectors in the interim perio. The Company will upate shareholers on this process as appropriate.
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In aition, uner the terms of the Subscription, Tennessee Black Gol has the right to appoint two irectors to the Boar.
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Amission to AIM an Total Voting Rights
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Application has been mae for the Subscription Shares, which total 41,666,667 new orinary shares an which will rank pari passu with the Company's existing orinary shares, to be amitte to traing on AIM ("Amission"). It is expecte that Amission of the Subscription Shares will become effective an that ealings will commence at 08.00 am on or aroun 31 October 2022 but may occur sooner if the balance of the Subscription procees is receive earlier than anticipate.
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Following Amission, the Company's enlarge issue share capital will comprise 297,147,30 orinary shares of 1630.01 each with voting rights in the Company. This figure may be use by shareholers in the Company as the enominator for the calculations by which they will etermine if they are require to notify their interest in, or a change in the interest in, the share capital of the Company uner the FCA's Disclosure an Transparency Rules.
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Oliver Anrews, Chairman of ADM Energy plc, sai: "We are please to announce the closing of this funing roun at 1.2p per new Orinary shares. This reflects the view of us all of the unerlying value of the Company. We welcome Tennessee Black Gol as our new shareholers an look forwar to working with them to eliver shareholer value.
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"The Company has commence a strategic review of its assets as well as a cost reuction programme. The funing has put the Company on a stronger financial footing an enables us to focus on assets that prouce cash an move ahea as a self-sustaining business on a lower cost base.
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"On behalf of ADM, I woul like to thank Osa for his contribution to the Company an his years of eicate service. We wish him every success in the future. We have starte our search for a new Chief Executive Officer an will upate the market in ue course."
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Enquiries:
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About ADM Energy PLC
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ADM Energy PLC (AIM: ADME BER an FSE: P4JC) is a natural resources investing company with an existing asset base in Nigeria. ADM Energy hols a 9.2% profit interest in the oil proucing Aje Fiel, part of OML 113, which covers an area of 83km178 offshore Nigeria. Aje has multiple oil, gas, an gas conensate reservoirs in the Turonian, Cenomanian an Albian sanstones with five wells rille to ate.
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ADM Energy is seeking to buil on its existing asset base in Nigeria an target other investment opportunities across the West African region in the oil an gas sector with attractive risk rewar profiles such as proven nature of reserves, level of historic investment, establishe infrastructure an route to early cash flow.
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About Tennessee Black Gol LLC
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Tennessee Black Gol LLC is a private U.S. investment company le by Clauio Coltellini, an Italian national who for the last 13 years has investe in U.S. oil an gas an leas four private companies with assets in the states Texas, Louisiana, Kansas an California.
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Forwar Looking Statements
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Certain statements in this announcement, are, or may be eeme to be, forwar looking statements. Forwar looking statements are ienti6427e by their use of terms an phrases such as "believe", "coul", "shoul", "envisage'', "estimate", "inten", "may", "plan", "potentially", "expect", "will" or the negative of those, variations or comparable expressions, incluing references to assumptions. These forwar looking statements are not base on historical facts but rather on the Directors' current expectations an assumptions regaring the Company's future growth, results of operations, performance, future capital an other expenitures (incluing the amount, nature an sources of funing thereof), competitive avantages, business prospects an opportunities. Such forwar looking statements re6428ect the Directors' current beliefs an assumptions an are base on information currently available to the Directors.160
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