Last checked at 14 Aug 2019 07:00
14 August 2019
TomCo Energy plc
("TomCo", the "Company" or the "Group")
Placing and Field Test Update
TomCo Energy plc (AIM: TOM), the US operating oil shale exploration and development group focused on using innovative technology to unlock unconventional hydrocarbon resources, is pleased to announce that it has raised £450,000 (gross) by way of a placing ("Placing") of 12,857,143 new ordinary shares of no par value in the Company ("Ordinary Shares") (the "Placing Shares") at a price of 3.5 pence per Placing Share ("Placing Price") through Turner Pope Investments (TPI) Ltd ("TPI"), the Company's broker.
The Company intends to utilise the net proceeds of the Placing to provide additional working capital to the Group. The Placing Price represents a discount of approximately 33% to yesterday's closing mid-market price of the Company's Ordinary Shares on AIM of 5.2 pence.
Field Test Update
As previously stated, the Company's primary objective for the field test programme is the recovery of oil from the Company's Holliday A Block through the application of TurboShale Inc.'s ("TurboShale") RF technology (the "Field Test"). The Company has an 80% interest in TurboShale.
The Company is pleased to confirm that the Field Test continues to be running to plan. Since the RF antennae were switched-on on 2 August 2019, supervised by the team from Continental Electronics, all the data recorded has been within normal parameters and the test area is heating at expected rates.
The Company intends to announce the completion of the Field Test in the coming weeks, before undertaking a period of analysis and assessment on any oil samples collected to confirm the quality and potential recovery rates, which is expected to last for several months. There can be no guarantee that the Field Test and any subsequent analysis thereof will be successful in establishing the suitability and/or commerciality of the RF Technology or the commerciality of the Group's oil shale leases.
Director's Dealings
Andrew Jones, Executive Chairman of the Company, has subscribed for 285,715 Placing Shares at the Placing Price. Following admission of the New Ordinary Shares (as defined below) to trading on AIM ("Admission"), Mr Jones will be interested in 1,009,245 Ordinary Shares, representing 0.76% of the Company's then enlarged share capital.
Related Party Transaction
The participation of Andrew Jones in the Placing constitutes a related party transaction pursuant to Rule 13 of the AIM Rules for Companies. Accordingly, the independent Directors (being John Potter, Malcolm Groat and Alexander Benger) consider, having consulted with the Company's nominated adviser, Strand Hanson Limited, that the terms of Mr Jones' participation in the Placing is fair and reasonable insofar as the Company's shareholders are concerned.
Issue of Warrants
As part of the commission arrangements for acting as broker to the Placing, TPI has been issued 771,429 warrants, giving them the right to acquire such number of new Ordinary Shares at an exercise price of 3.5 pence for a period of two years.
Issue of Fee Shares
In addition, the Company has issued 142,857 new Ordinary Shares in respect of fees due to an adviser (the "Fee Shares" and together with the Placing Shares, the "New Ordinary Shares").
Admission
The Placing is subject to normal conditions including, inter alia, admission of the Placing Shares to trading on AIM.
The New Ordinary Shares will rank pari passu with the existing Ordinary Shares and application will be made for the Admission of the New Ordinary Shares, which is expected to become effective, and with dealings commencing, at 8.00 a.m. on 19 August 2019.
Following Admission, the Company's issued share capital will consist of 133,451,543 Ordinary Shares with voting rights. There are no Ordinary Shares held in treasury. The figure of 133,451,543 may be used by shareholders, following Admission, 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 share capital of the Company under the Financial Conduct Authority's Disclosure Guidance and Transparency Rules.
Enquiries:
TomCo Energy plc
Andrew Jones (Chairman) +44 (0) 20 3 823 3635
John Potter (CEO)
Strand Hanson Limited (Nominated Adviser)
James Harris +44 (0) 20 7409 3494
Richard Tulloch
James Dance
Turner Pope (Broker)
Andy Thacker +44 (0) 20 3657 0050
For further information, please visit www.tomcoenergy.com
This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No 596/2014 ("MAR").
PDMR Notification Form:
The notifications below are made in accordance with the requirements of Market Abuse Regulation:
1. | Details of the person discharging managerial responsibilities / person closely associated | |
a) | Name | Andrew Jones |
2. | Reason for the Notification | |
a) | Position/status | Executive Chairman |
b) | Initial notification/amendment | Initial notification |
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
a) | Name | TomCo Energy plc |
b) | LEI | 213800FEW97Y1CD38B95 |
4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted | |
a) | Description of the Financial instrument, type of instrument | Ordinary Shares of no par value |
Identification code | IM00BZBXMN96 | |
b) | Nature of the Transaction | Purchase of Ordinary Shares of no par value |
c) | Price(s) and volume(s) | 285,715 Ordinary Shares at 3.5 pence per share |
d) | Aggregated information Aggregated volume price | N/A |
e) | Date of the transaction | 14 August 2019 |
f) | Place of the transaction | AIM (LSE) |