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$120m Placing

29 Mar 2010 07:00

RNS Number : 3087J
Petroceltic International PLC
29 March 2010
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Not for release, publication or distribution in or into theΒ United States,Β Australia,Β Canada, theΒ RepublicΒ ofΒ South AfricaΒ orΒ Japan. This announcement is not an offer for sale of securities in theΒ United States. Securities may not be offered or sold in theΒ United StatesΒ absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. The issuer of the shares has not registered, and does not intend to register, any portion of the offering in theΒ United StatesΒ and does not intend to conduct a public offering of its securities in theΒ United States.

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Petroceltic International plc ("Petroceltic or the "Company")

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US$120 million Placing

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Petroceltic is pleased to announce that it has conditionally raised gross proceeds of approximately US$120.5 million (StgΒ£81.0 million)Β by way of a conditional placing of 635,294,000 new Ordinary Shares at a price of Stg12.75p per share. The Placing was arranged by Mirabaud and Davy.

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Highlights:

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Β·; PlacingΒ to raise US$120.5 millionΒ fromΒ bothΒ existing and new institutional shareholders

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Β·; Proceeds to be used toΒ support the Company's appraisal programme inΒ AlgeriaΒ and toΒ fund proposed drilling activities inΒ ItalyΒ and for general corporate purposes

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Β·; Six well drilling programme across three countries to commence in second half of 2010

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Brian O'Cathain, Chief Executive of Petroceltic commented:

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"Petroceltic is embarking on a six well drilling programme in the second half of 2010 across all areas of operations, with appraisal wells in Italy and Algeria, and exploration wells onshore Tunisia. This placing will fund the appraisal programme to optimise development plans for our major discoveries on the Isarene permit in Algeria. It also facilitates the drilling of a further well to determine the quality and extent of the oil discovery on the Elsa field in the Adriatic offshore Italy. We were particularly pleased that the placing was oversubscribed, despiteΒ the difficult market conditions, and we would like toΒ thankΒ our existing and new shareholders for their support."

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For further information, please contact:

Petroceltic

Brian O'Cathain Chief Executive Tel: +353 1 421 8300

Alan McGettigan Finance Director

Pelham Bell Pottinger

Philip Dennis Tel: +44 20 7337 1516

Klara Kaczmarek Tel: +44 20 7337 1524

Murray Consultants

Joe Murray Tel: +353 1 4980300

Davy

Hugh McCutcheon Tel: +353 1 6796363

John Frain

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Mirabaud

Peter Krens Tel +44 20 7878 3362

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The Placing

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The Placing Shares were conditionally allotted by the Board for cash at a price of Stg12.75p per Placing Share with existing and new investors in the Company (the "Placing Shares").

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The allotment of the Placing Shares is conditional upon admission to trading on the Alternative Investment Market of the London Stock Exchange ("AIM") and the IEX market of the Irish Stock Exchange ("IEX") (together "Admission") and upon receipt of the necessary authorities from Shareholders, which are to be sought at an extraordinary general meeting of the Company to be held on 21 April 2010 ("EGM"). A circular convening the EGM is expected to be sent to Shareholders later today. Subject to the passing of the resolutions at the EGM, it is expected that Admission will occur and that dealings in the Placing Shares will commence on AIM and IEX on or around 23 April 2010. The Placing Shares, when issued, will rank pari passu in all respects with the existing issued ordinary share capital of the Company.

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Use of Proceeds

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The gross proceeds of the Placing of approximately US$120.5 million (StgΒ£81.0 million), before expenses, will be used to advance the Company's forthcoming drilling and appraisal programmes in Algeria and Italy and for general corporate purposes.

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Algeria

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The Company plans to commence an appraisal programme on its Isarene Permit in Algeria in the fourth quarter of 2010. This programme will consist of at least three further wells on the Isarene permit. The principal focus of this appraisal programme will be to determine the most likely recovery factors in respect of the Company's previous discoveries of hydrocarbon resources, and to optimise the development plans for those discoveries.

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Petroceltic holds a 75% working interest (Sonatrach 25%) and 100% paying interest and is Operator of the Isarene Permit. The Company completed a highly successful 5 well appraisal drilling programme in February 2010. Of the 5 wells drilled, four successfully tested at commercial gas flow rates ranging from 4mmscfd to 33mmscfd. Data from the wells drilled suggest the presence of an extensive and continuous gas accumulation.

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Italy

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Petroceltic holds a 70% working interest in licence area B.R268.RG, which includes the Elsa field. The Company plans to appraise the Elsa discovery well in Italy by drilling and testing an Elsa-2 well adjacent to the existing discovery well, Elsa-1, in which a 65m oil column was logged in 1992. Independent reports have attributed Gross Contingent Recoverable Resource to Elsa of up to 170 mmbbls. An environmental impact assessment for the Elsa-2 well was submitted to the Italian Ministry for the Environment in August 2009 and is expected to be approved in the second quarter of 2010. Drilling operations are planned to commence in September 2010, subject to having received all necessary regulatory approvals.

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SHAREΒ ADMISSION &Β TRADING

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Application will shortly be made to the London Stock Exchange and Irish Stock Exchange for 635,294,000 newΒ ordinary shares of nominal value €0.0125 each ('Ordinary Shares') in the capital of the Company to be admitted to trading on AIM and IEX. Subject to shareholder approval, it is expected that admission of the Placing Shares to AIM and IEX will occur on or around 23 April 2010. Those new Ordinary Shares will, when issued,Β rankΒ pari passuΒ in all respects with the existing Ordinary Shares of the Company.

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It is expected that a circular containing the notice of EGM will be posted to shareholders later today. The EGM will be held on Wednesday, 21 April, 2010, at 12.00 noon at the Conrad Hotel, Earlsfort Terrace,Β DublinΒ 2.

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-ENDS-

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This announcement is for information purposes only and shall not constitute an offer to buy, sell, issue, or subscribe for, or the solicitation of an offer to buy, sell, issue, or subscribe for any shares, nor shall there be any sale of shares in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. This announcement has been issued by and is the sole responsibility of Petroceltic.

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This announcement contains (or may contain) certain forward-looking statements with respect to certain of Petroceltic's plans and its current goals and expectations relating to its future financial condition and performance and which involve a number of risks and uncertainties. Petroceltic cautions readers that no forward-looking statement is a guarantee of future performance and that actual results could differ materially from those contained in the forward-looking statements. These forward-looking statements can be identified by the fact that they do not relate only to historical or current facts. Forward-looking statements sometimes use words such as 'aim', 'anticipate', 'target', 'expect', 'estimate', 'intend', 'plan', 'goal', 'believe', or other words of similar meaning. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances a number of which factors are beyond Petroceltic's control. As a result, Petroceltic's actual future results may differ materially from the plans, goals, and expectations set forth in the forward-looking statements. Petroceltic expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements contained in this announcement to reflect any changes in Petroceltic's expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based.Β 

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No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by J&E Davy ('Davy'), Mirabaud Securities LLP ('Mirabaud') or by any of their respective affiliates or agents as to, or in relation to, the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.

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Davy, which is regulated in Ireland by the Financial Regulator, is acting exclusively for Petroceltic and for no-one else in connection with the Placing, and will not be responsible to anyone other than Petroceltic for providing the protections afforded to customers of Davy or for providing advice to any other person in relation to the Placing or any other matter referred to herein.

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Mirabaud, which is regulated in the United Kingdom by the Financial Services Authority of the United Kingdom, is acting exclusively for Petroceltic and for no-one else in connection with the Placing, and will not be responsible to anyone other than Petroceltic for providing the protections afforded to customers of Mirabaud or for providing advice to any other person in relation to the Placing or any other matter referred to herein.

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The distribution of this announcement and the offering of the Placing Shares in certain jurisdictions may be restricted by law. No action has been taken byΒ Petroceltic, Davy or MirabaudΒ that would permit an offering of such shares or possession or distribution of this announcement or any other offering or publicity material relating to such shares in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required byΒ Petroceltic, Davy and MirabaudΒ to inform themselves about, and to observe such restrictions.

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This announcement is not for distribution directly or indirectly in or into theΒ United StatesΒ (including its territories and possessions, any State of theΒ United StatesΒ and theΒ District of Columbia),Β Canada,Β AustraliaΒ orΒ JapanΒ or any jurisdiction into which the same would be unlawful. This announcement does not constitute or form part of an offer or solicitation to purchase or subscribe for shares in the capital of Petroceltic in theΒ United States,Β Canada,Β AustraliaΒ orΒ JapanΒ or any jurisdiction in which such an offer or solicitation is unlawful. In particular, the Placing Shares referred to in this announcement have not been, and will not be, registered under the Securities Act and may not be offered or sold in theΒ United StatesΒ absent registration or an exemption from the registration requirements under the Securities Act. No public offering of securities of Petroceltic is or will be made in connection with the Placing inΒ Ireland, theΒ United Kingdom, theΒ United StatesΒ or elsewhere.

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Notes to Editors:

Petroceltic International plc is an independent upstream oil and gas exploration and production company, focused on North Africa and the Mediterranean area, and listed on the London Stock Exchange's AIM Market and the Irish Stock Exchange's IEX Market. The Company has exploration and appraisal assets in Algeria, Tunisia and Italy. Petroceltic is in a unique position in Algeria, operating a significant licence in partnership with Sonatrach the National Oil Company of Algeria, as it is the only AIM listed company to enjoy this position.

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This information is provided by RNS
The company news service from the London Stock Exchange
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END
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