PPC.L Regulatory News (PPC)

THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, THE REPUBLIC OF IRELAND OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A BREACH OF THE RELEVANT SECURITIES LAWS OF SUCH JURISDICTION.

This announcement does not constitute a prospectus or offering memorandum or an offer in respect of any securities and is not intended to provide the basis for any decision in respect of President Energy PLC or other evaluation of any securities of President Energy PLC or any other entity and should not be considered as a recommendation that any investor should subscribe for or purchase any such securities.

4 March 2015

PRESIDENT ENERGY PLC

(Incorporated in England and Wales with registered no. 5104249)

("President" or the "Company")

Fundraising

Firm Placing of 29,668,627 new Ordinary Shares and Proposed Placing of 43,139,023 new Ordinary Shares at 12.50p per share together with 1 Warrant for every 1 new Ordinary Share subscribed for

President Energy (AIM: PPC), the oil and gas exploration and production company announces a proposed Placing of £9.1 million (approximately US$14.0 million), comprising a Firm Placing of 29,668,627 new Ordinary Shares and a Proposed Placing of a further 43,139,023 new Ordinary Shares, in each case at 12.50 pence per share and with 1 Warrant being issued for every 1 new Ordinary Share. The Placing was priced according to the closing market price on 3 March 2015, being the last trading day before this Announcement. The Warrants will have an exercise price of 18.75 pence per share and a 3 year exercise period.

Highlights

· Proceeds of Placing to be used to fund:

o The commissioning of a 600km 2D seismic survey across the Company's Hernandarias Concession in Paraguay to highgrade prospects for drilling ahead of a potential farm-out

o Commencement of a multi aspect work programme on the Puesto Guardian Concession in Argentina to increase production

o Support the working capital position of the Company through to 2016

· As part of the fundraising the US$15 million IYA loan facility will be extended for a further 12 months until 31 December 2016

President Energy has also today issued an Operational Update which can found on the Company's website www.presidentenergyplc.com.

Commenting on today's announcement, Peter Levine, Executive Chairman and Chief Executive Officer said:

"The funds raised will provide President with the means to continue to unlock value for shareholders across our portfolio. We are grateful for the continued support of all our shareholders and welcome the ongoing backing from the IFC, a member of the World Bank Group."

An investor presentation will be available on President's website: www.presidentenergyplc.com.

This summary should be read in conjunction with, and is subject to, the full text of this Announcement.

The issue of the 59,337,254 new Ordinary Shares and Warrants pursuant to the Firm Placing will exhaust the Directors' existing authorities to allot shares and grant rights to subscribe for or convert securities into shares for cash on a non pre-emptive basis and completion of the Proposed Placing is, therefore, conditional upon shareholder approval at the General Meeting of the Company. A circular containing a notice convening the General Meeting, to be held at the offices of Bell Pottinger, Holborn Gate, 330 High Holborn, London, WC1V 7QD on 20 March 2015 at 10a.m., will be despatched to shareholders shortly.

The Warrants will be issued to placees on the basis of 1 Warrant for every 1 Placing Share subscribed for under the Firm Placing and the Proposed Placing. The Warrants will be freely transferable, have an exercise price of 18.75 pence per share and may be exercised at any time during the period of 3 years from the date of First Admission or Second Admission (as applicable).

PLLG Investments Limited ("PLLG") is an entity beneficially owned by Peter Levine, the Company's Executive Chairman and Chief Executive Officer. PLLG has agreed to subscribe for 5,615,850 new Ordinary Shares at the Placing Price and 5,615,850 attached Warrants under the Firm Placing and a further 8,165,605 new Ordinary Shares at the Placing Price and 8,165,605 attached Warrants under the Proposed Placing. Following completion of the Firm Placing, PLLG will hold 82,278,059 Ordinary Shares (representing approximately 18.9% of the enlarged issued share capital at the time of First Admission), and 90,443,664 Ordinary Shares following completion of the Proposed Placing (representing approximately 18.9% of the enlarged issued share capital at the time of Second Admission).

In addition, Miles Biggins and Ben Wilkinson have agreed to subscribe for 69,110 new Ordinary Shares each at the Placing Price and 69,110 attached Warrants under the Firm Placing and a further 100,490 new Ordinary Shares each at the Placing Price and 100,490 attached Warrants under the Proposed Placing. Following completion of the Firm Placing, Miles and Ben will hold 260,569 and 179,971 Ordinary Shares (representing approximately 0.06% and 0.04% of the enlarged issued share capital at the time of First Admission, respectively), and 361,059 and 280,461 Ordinary Shares following completion of the Proposed Placing (representing approximately 0.08% and 0.06% of the enlarged issued share capital at the time of Second Admission, respectively).

As part of the Placing, a total of 20,802,180 new Ordinary Shares shall also be subscribed for by International Finance Corporation ("IFC") (comprising 8,476,749 new Ordinary Shares and 8,476,749 attached Warrants under the Firm Placing at the Placing Price and a further 12,325,431 new Ordinary Shares at the Placing Price and 12,325,431 attached Warrants under the Proposed Placing). Following completion of the Firm Placing, IFC will hold 62,048,177 Ordinary Shares (representing approximately 14.2% of the enlarged issued share capital at the time of First Admission), and 74,373,608 Ordinary Shares following completion of the Proposed Placing (representing approximately 15.5% of the enlarged issued share capital at the time of Second Admission).

As a condition to IFC's subscription for its new Ordinary Shares, IYA Global Limited (an entity beneficially owned by Peter Levine) ("IYA") has agreed to extend the term of the IYA loan facility for a further 12 months. The Company will pay to IYA a 0.5% facility fee in respect of the extension of the loan and the loan carries a drawn interest rate of 12.5% p.a. until 31 December 2015 and thereafter 14.5% p.a. until 31 December 2016 (5% commitment fee if undrawn until 31 December 2015 and thereafter 6% until 31 December 2016).

US$1.8 million of the US$10.4 million amount outstanding under IYA loan facility will be capitalised through the repayment of such amount by the Company, which is then used to fund the subsequent subscription by PLLG of 9,360,985 of the 13,781,455 new Ordinary Shares to be subscribed for by PLLG under the Placing.

The extension of the IYA loan facility is classified as a related party transaction under the AIM Rules. The Directors, excluding Peter Levine who is not considered to be independent by virtue of his relationship with IYA, having consulted with RBC in its capacity as the Company's nominated adviser, consider that the terms of the IYA loan extension are fair and reasonable in so far as the Company's shareholders are concerned.

As a result of its participation in the Placing, Michinoko Limited ("Michinoko") will hold 19,429,208 Ordinary Shares following completion of the Firm Placing (representing approximately 4.5% of the enlarged issued share capital at the time of First Admission) and 41,648,099 Ordinary Shares following completion of the Proposed Placing (representing approximately 8.7% of the enlarged issued share capital at the time of Second Admission).

Application has been made to the London Stock Exchange for the new Ordinary Shares to be issued pursuant to the Firm Placing to be admitted to trading on AIM. It is expected that Admission will become effective on 6 March 2015 and that dealings for normal settlement in the new Ordinary Shares that have been placed pursuant to the Firm Placing will commence at 8.00 a.m. on 6 March 2015. It is expected that Admission will become effective and that dealings for normal settlement in the new Ordinary Shares that have been placed conditionally pursuant to the Proposed Placing will commence at 8.00 a.m. on 23 March 2015.

The Directors and certain other Shareholders have irrevocably undertaken to vote or procure the voting in favour of the resolutions being proposed at the General Meeting to be held on 20 March 2015 in respect of 81,621,617 existing Ordinary Shares, in aggregate, representing approximately 20.1 per cent. of the existing issued ordinary share capital of the Company.

For further information contact:

IMPORTANT NOTICES

This Announcement contains (or may contain) certain forward-looking statements with respect to certain of the Company'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. President 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. Examples of forward-looking statements include, amongst others, statements regarding or which make assumptions in respect of the future performance of the Company's principal subsidiary undertakings, the on-going exploration and appraisal of the Group's portfolio of assets, the timing of the commencement of any development of and future production (if any) from those assets and the sustainability of that production, the ability of the Group to discover new reserves, the prices achievable by the Group in respect of any future production, the costs of exploration, development or production, future foreign exchange rates, interest rates and currency controls, the future political and fiscal regimes in the overseas markets in which the Group operates, the Group's future financial position, plans and objectives for future operations and any other statements that are not historical fact. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances, including, but not limited to, economic and business conditions, the effects of continued volatility in credit markets, market-related risks such as changes in the price of oil or changes in interest rates and foreign exchange rates, the policies and actions of governmental and regulatory authorities, changes in legislation, the further development of standards and interpretations under International Financial Reporting Standards ("IFRS") applicable to past, current and future periods, evolving practices with regard to the interpretation and application of standards under IFRS, the outcome of pending and future litigation or regulatory investigations, the success of future explorations, acquisitions and other strategic transactions and the impact of competition. A number of these factors are beyond President's control. As a result, President's actual future results may differ materially from the plans, goals, and expectations set forth in President Energy's forward-looking statements. Any forward-looking statements made in this Announcement by or on behalf of President speak only as of the date they are made. Except as required by the Financial Conduct Authority (the "FCA"), the London Stock Exchange, the AIM Rules or applicable law or regulation, President 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 President's expectations with regard thereto or any changes in events, conditions or circumstances on which any such statement is based.

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 securities, nor shall there be any sale of securities 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 President and the information contained herein has not been verified by RBC Capital Markets.

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 RBC Capital Markets, or by any of its affiliates, directors, officers, employees, professional advisers 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.

RBC Capital Markets, which is authorised and regulated in the United Kingdom by the FCA, is acting for President and for no-one else in connection with the Placing, and will not be responsible to anyone other than President for providing the protections afforded to clients of RBC Capital Markets nor for providing advice to any other person in relation to the Placing or any other matter referred to herein.

The distribution of this Announcement and the offering of the Placing Shares and Warrants in certain jurisdictions may be restricted by law or regulation. No action has been taken by President or RBC Capital Markets 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 by President and RBC Capital Markets to inform themselves about, and to observe such restrictions.

The price of shares and the income from them may go down as well as up and investors may not get back the full amount invested on disposal of the shares.

This Announcement is not for distribution, directly or indirectly, in or into or from the United States (including its territories and possessions, any state of the United States and the District of Columbia), Canada, Australia, the Republic of South Africa, the Republic of Ireland or Japan or any jurisdiction into which the same would be unlawful (each a "Restricted Jurisdiction"). This Announcement does not constitute or form part of an offer or solicitation to purchase or subscribe for shares in the capital of President in a Restricted Jurisdiction. In particular, the new Ordinary Shares and Warrants referred to in this Announcement have not been, and will not be, registered under the Securities Act or under the securities legislation of any state of the United States, and may not be offered or sold in the United States absent registration or pursuant to an exemption from, or in a transaction not subject to, the registration requirements under the Securities Act. Subject to exceptions, the new Ordinary Shares and Warrants referred to in this Announcement are being offered and sold only outside the United States in accordance with Regulation S under the Securities Act. No public offering of securities of President will be made in connection with the Placing in the United Kingdom, the United States or elsewhere.

The relevant clearances have not been, and nor will they be, obtained from the securities commission of any province or territory of Canada; no prospectus or admission document has been lodged with, or registered by, the Australian Securities and Investments Commission or the Japanese Ministry of Finance; and the new Ordinary Shares have not been, and nor will they be, registered under or offered in compliance with the securities laws of any state, province or territory of Canada, Australia, the Republic of South Africa, the Republic of Ireland or Japan. Accordingly, the new Ordinary Shares may not (unless an exemption under the relevant securities laws is applicable) be offered, sold, resold or delivered, directly or indirectly, in or into or from a Restricted Jurisdiction.

The Placing Shares and Warrants have not been approved or disapproved by the US Securities and Exchange Commission, any State securities commission or any other regulatory authority in the United States, nor have any of the foregoing authorities passed upon or endorsed the merits of the Placing or the accuracy or adequacy of this Announcement. Any representation to the contrary is unlawful.

Persons (including, without limitation, nominees and trustees) who have a contractual or other legal obligation to forward a copy of this Announcement should seek appropriate advice before taking any action.

The Placing Shares and Warrants to which this Announcement relates may be illiquid and/or subject to restrictions on their resale. Prospective subscribers for the Placing Shares and Warrants offered should conduct their own due diligence on the Placing Shares and Warrants. If you do not understand the contents of this Announcement you should consult an authorised financial adviser.

The Placing Shares to be issued pursuant to the Placing will not be admitted to trading on any stock exchange other than AIM. The Warrants will not be admitted to trading on any stock exchange. Neither the content of President's website nor any website accessible by hyperlinks on President's website is incorporated in, or forms part of, this Announcement.

EXPECTED TIMETABLE OF PRINCIPAL EVENTS

(1) The dates set out in the Expected Timetable of Principal Events above and mentioned throughout this document may be adjusted by President in which event details of the new dates will be notified via a Regulatory Information Service.

(2) All references to time in this document are to London time.

APPENDIX

EXCHANGE RATES

In this Announcement, references to "pounds sterling", "£", "pence" and "p" are to the lawful currency of the United Kingdom and references to "US dollars", "$" and "cents" are to the lawful currency of United States of America. Unless otherwise stated, the basis of translation of pounds sterling into US dollars for the purposes of inclusion in this Announcement is US$1.5383/£1.00.