Adm Energy Regulatory News (ADME)

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11 September 2019

ADM Energy PLC 

("ADM" or the "Company") 

Issue of Equity and Conditional Subscription to raise £832,000

ADM Energy PLC (AIM:ADME), an oil and gas investing company quoted on AIM, is pleased to announce that it has entered into agreements to raise £832,000 before expenses from Zark Capital Ltd ("Zark"), an independent fixed income boutique firm based in London, and other investors.

Key Points

The Company intends to raise £832,000 by way of the issue of 11,885,713 new ordinary shares of 1 pence each ("Subscription Shares"). The subscription comprises:

·; a £269,640 subscription by Zark through the issue of 3,852,000 new ordinary shares of 1 pence each ("Initial Subscription Shares") at 7 pence per share ("Issue Price"), utilising the Company's existing shareholder authorities and conditional only upon admission to trading on AIM;

·; a further £150,360 subscription by Zark through the issue of 2,148,000 new ordinary shares at the Issue Price, conditional upon shareholder approval and admission to trading on AIM; and

·; a £412,000 subscription from other investors through the issue of 5,885,713 new ordinary shares at the Issue Price, conditional upon shareholder approval and admission to trading on AIM.

Warrants

Conditional upon shareholder approval, up to 14,874,601 warrants will be issued to investors, with an exercise price of 8 pence per share ("Warrants"). The Warrants may be exercisable no earlier than 6 months and no later than 2 years after the date of their issue.

Following the issue of the Initial Subscription Shares, Zark will hold 3,852,000 ordinary shares, representing 7.18 per cent. of the Company's enlarged issued share capital. Subject to shareholder approval at a general meeting to be convened, following the issue of the Conditional Subscription Shares, Zark will hold 6,000,000 ordinary shares, representing 9.73 per cent. of the so enlarged issued share capital of the Company assuming no further issue of shares.

Zark, which is authorised and regulated by the FCA, is an independent brokerage boutique firm offering bespoke advisory and execution services with strong experience in broking, trading, financial risk management, and mergers & acquisition consultancy in both financial and physical commodities. Zark has clients all over the world covering all types of activities including utilities, banks, producers, funds, trading houses and some end-users.

Use of Proceeds

The funds raised will be used for general working capital purposes and to allow the Company to appraise further investment opportunities and to provide funds for investment.

Osamede Okhomina, CEO of ADM Energy, said: "We are pleased to secure funding from new and current shareholders. The funds will provide working capital and help the Company to appraise investment opportunities and to provide funds for investment that tie into our strategy to identify attractive investment opportunities in the oil and gas sector, primarily in West Africa. On behalf of the Board, I would like to thank our shareholders for their continued support and look forward to updating them as we progress."

Admission of the Initial Subscription Shares and General Meeting 

The Initial Subscription Shares have been issued utilising the Company's existing share authorities. The further issue of 8,033,713 shares ("Conditional Subscription Shares"), raising approximately, £562,400 before expenses, is conditional on the passing of certain resolutions by shareholders at a general meeting to be convened shortly.

Application will be made to the London Stock Exchange for the Initial Subscription Shares, which will rank pari passu with the Company's existing ordinary shares, to be admitted to trading on AIM. Dealings in the Initial Subscription Shares are expected to commence at 8.00 a.m. on or around 17 September 2019.

The Company will shortly be posting a circular to shareholders setting out the details of the subscription and convening a general meeting for the purpose of seeking shareholder consent to increase its share authorities to, inter alia, issue the Conditional Subscription Shares and the Warrants. Further details of the general meeting of the Company and the anticipated admission date of the Conditional Subscription Shares, subject to the passing of the resolutions, will be announced in due course. The Conditional Subscription Shares will rank equally in all respects with the existing ordinary shares on Admission.

Total Voting Rights

Following the issue of the Initial Subscription Shares, the Company will have 53,615,497 ordinary shares of 1 pence each in issue. There are no ordinary shares held in treasury. The figure of 53,615,497 may be used by the Company's shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.