Last checked at 9 Feb 2015 07:00
Equity Placing and Operational Update
Released : 9 Feb 2015
Oracle Coalfields PLC
9 February 2015
9 February 2015
Oracle Coalfields PLC
("Oracle" or "the Company")
Equity Placing of £3.37m and Operational Update
Oracle Coalfields PLC (AIM:ORCP), the developer of a lignite coal mine in the south-eastern Sindh Province of Pakistan, has undertaken a placing at a placing price of 0.65 pence per share (the "Placing") to raise, subject to shareholder approval, an aggregate amount of £3,369,500 through Brandon Hill Capital (formerly Fox-Davies Capital Limited) and Peterhouse Corporate Finance.
The placing proceeds are primarily intended to take the project to implementation, including formalising agreements, contracts, finance arrangements and field work on site.
Notice of General Meeting
The Company currently has authority granted to it by shareholders at its General Meeting on 21 May 2014 for the issue of 38,000,000 new ordinary shares of 0.1 pence each. The Company has utilised this remaining authority and has undertaken a placing (the "First Placing"), raising £247,000 (before expenses).
In order to undertake the further placing (the "Second Placing"), for 480,384,600 shares raising £3,122,500 (before expenses), the Company is seeking the approval by the Company's shareholders at a General Meeting for the issue of 535,000,000 new ordinary shares of 0.1 pence each in the Company (the "Proposed Resolution"). A circular and notice of General Meeting which sets out the Proposed Resolution (the "Circular") will today be posted to all shareholders and the meeting will take place at the offices of the Company at 11am on 25 February 2015.
The Placing includes participation by new and existing investors. Oracle's Directors and certain senior employees have subscribed for 4,389,033 shares in lieu of remuneration of £28,529, in aggregate, as part of the Second Placing.
The table below sets out the Directors' and senior employees' participation in the Placing:
Beneficial Holding prior to the Placing | Issued Share Capital prior to the Placing | Number of Placing Shares in lieu of remuneration | Beneficial Holding immediately after the Placing | % of Enlarged Share Capital | |
Directors |
| ||||
Adrian Loader | 4,321,992 | 1.11% | 775,669 | 5,097,661 | 0.56% |
Shahrukh Khan | 33,081,153 | 8.50% | 743,560 | 33,824,713 | 3.71% |
Roderick Stead | 1,040,857 | 0.28% | 384,553 | 1,425,410 | 0.16% |
Anthony Scutt | 1,173,857 | 0.30% | 512,738 | 1,686,595 | 0.18% |
Senior employees |
|
|
|
|
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Brian Rostron | 2,987,671 | 0.77% | 1,520,553 | 4,508,224 | 0.49% |
Simon Smith | 405,917 | 0.10% | 451,960 | 857,877 | 0.09% |
TOTAL | 43,011,447 | 11.06% | 4,389,033 | 47,400,480 | 5.20% |
The Placing Shares will represent approximately 57.3 per cent. of the enlarged issued share capital of the Company.
The Directors' participation in the Placing, when considered on an aggregated basis, is classified as a related party transaction in accordance with AIM Rule 13. The Company's Nominated Adviser considers that the terms of the Director's participation in the Placing are fair and reasonable insofar as the shareholders of the Company are concerned.
Operational Update
Following the announcement made by the Company on 6 January 2015, the Company has, through its bank, submitted a performance guarantee to the relevant Sindh Government authority and has finalised a tenancy agreement on suitable office premises in Karachi. These were the two matters raised by the Secretary of the Energy Department of the Sindh Government of Pakistan in his letter dated 2 January 2015, for the restoration of the Company's mining lease. A further announcement will be made on this in due course.
Shahrukh Khan, CEO of Oracle, said :
"I am very pleased with the results of this Placing, which demonstrate the solid support Oracle continues to receive from its existing investors. Also, we have attracted a number of new institutional and sophisticated investors that have supported our vision to develop Block VI of the Thar coalfield. This Placing gives the Company a strong platform to achieve our objectives and would like to thank our shareholders for their confidence and ongoing support."
Settlement and dealings
Application will be made for the Placing Shares, which will rank pari passu with the Company's existing issued ordinary shares, to be admitted to trading on AIM. The First Placing Shares are expected to be admitted to trading on AIM on or around 13 February 2015 and the Second Placing Shares are expected to be admitted to trading on AIM on or around 3 March 2015 (the "Admission").
Following the Admission of the Placing Shares, the Company's enlarged issued share capital will comprise 911,783,126 ordinary shares. The Company does not hold any shares in treasury. This figure of 911,783,126 ordinary shares 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 in their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.
Ends
For further information:
Oracle Coalfields PLC Shahrukh Khan | +44 (0) 203 102 4807 |
Brandon Hill Capital Limited (formerly Fox-Davies Capital) Oliver Stansfield/Jonathan Evans | +44 (0) 203 463 5000 |
Peterhouse Corporate Finance Charles Goodfellow | +44 (0) 207 220 9791 |
Grant Thornton UK LLP Salmaan Khawaja / Richard Tonthat / Jamie Barklem | +44 (0) 207 383 5100 |
Blytheweigh Tim Blythe / Halimah Hussain | +44 (0) 207 138 3204 |
Fortbridge Consulting Matt Beale / Bill Kemmery | +44 (0) 7966 389 196 |