Last checked at 1 Dec 2020 07:00
1 December 2020
Tower Resources plc
Board Changes and Issue of Warrants
Tower Resources plc (the "Company" or "Tower" (TRP.L, TRP LN)), the AIM listed oil and gas company with its focus on Africa, is pleased to announce the following board changes.
Dr Mark Enfield has agreed to join the board as an independent Non-Executive Director with immediate effect. Mark is CEO of Geoscience at EPI Group and has been an advisor to the Company's board for more than five years, first through P.D.F. Ltd, which Mark founded in 1994, and more recently through EPI Geoscience, which was created through the acquisition of P.D.F. Ltd by EPI in 2016. Mark completed his doctorate in structural geology at the Royal School of Mines, Imperial College, London and has more than three decades of experience as a geoscientist working in hydrocarbon exploration, appraisal and development across a diverse range of geological settings across the globe. Mark will also serve as Chair of the Remuneration Committee.
The Company also announces that Peter Taylor, Non-Executive Director, will be stepping down from the board with effect from 31 December 2020. Peter is one of the founders of the Company, together with Peter Blakey who left the board in 2016, having contributed the original Neptune Petroleum Ltd assets in Namibia and Uganda in an RTO that established Tower Resources plc as an exploration company in January 2006, so he is now approaching his fifteenth anniversary on the Company's board. The board wishes him the very best in his future endeavours.
The Company also announces an issue of warrants in lieu of fees to Dr Enfield, amounting to 896,379 5-year warrants at a strike price of 0.375 pence, being the most recent closing price of the Company's shares, in lieu of director fees for the month of December 2020. Following this issue of warrants, Dr Enfield's interest in the Company's shares and warrants is as follows:
Director | Shareholding | % of issued share capital | Number of Options held | Number of Warrants held* |
Jeremy Asher | 339,131,081 | 25.6% | 60,000,000 | 252,218,869 |
Mark Enfield | 1,877,546† | 0.1% | - | 896,379 |
Paula Brancato | - | - | - | 2,740,227 |
*Warrants are held at different prices.
†1,808,144 of these shares are held by Geoscience Equity Ltd of which Mark Enfield is the beneficial owner.
Finally, the Company is also making a further issue of 4,033,704 warrants to Mr Duncan Rushworth, who has agreed to work with the Company as an ad hoc strategic advisor to the Company's board. Mr Rushworth has recently stepped down as the VP Business Development for Svenska Petroleum Exploration AB, where he has worked since 2007 across Svenska's portfolio of assets in West Africa and Europe. Having studied both Geology and Petroleum Law, Mr Rushworth's experience prior to Svenska included LASMO, Waterous, Deloitte & Touche and Anardako, and the Company's board looks forward to his contribution.
Jeremy Asher, Chairman and CEO, commented: "We are delighted to welcome Mark to the board, both for his technical expertise and also for his entrepreneurial experience in our sector. We also hope that Duncan will bring us a fresh perspective on our existing assets and perhaps more. While I wish that Peter could have stayed on Tower's board forever, that is neither possible nor appropriate for a non-executive; however, I hope and believe we will continue to be able to draw on Peter's counsel in the future."
The following information is disclosed pursuant to Rule 17 and Schedule Two paragraph (g) of the AIM Rules for Companies in relation to:
Dr. Mark Andrew Enfield, aged 60:
Current Directorships | Previous Directorships |
EPI Limited P.D.F. Ltd Geoscience Equity Ltd | TerraMod Limited |
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.
Contacts
Tower Resources plc | +44 20 7157 9625 | ||||
Jeremy AsherChairman and CEO | |||||
Andrew MatharuVP - Corporate Affairs | |||||
SP Angel Corporate Finance LLPNominated Adviser and Joint Broker | +44 20 3470 0470 | ||||
Stuart Gledhill Caroline Rowe | |||||
Turner Pope Investments (TPI) LimitedJoint Broker Andy Thacker Zoe Alexander
| +44 20 3657 0050 | ||||
Panmure Gordon (UK) LimitedJoint Broker Nick Lovering Hugh Rich
| +44 20 7886 2500 |
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NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM:
1. | Details of the person discharging managerial responsibilities/person closely associated | |||||||
a) | Name: | Mark Enfield | ||||||
2. | Reason for the notification | |||||||
a) | Position/status: | Non-Executive Director | ||||||
b) | Initial notification/Amendment: | Initial notification | ||||||
3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||||||
a) | Name: | Tower Resources PLC | ||||||
b) | LEI: | 2138002J9VH6PN7P2B09 | ||||||
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: Identification code: | Ordinary Shares of 0.001 pence each GB00BZ6D6J81
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b) | Nature of the transaction: | Warrants in lieu of Directors fees | ||||||
c) | Price(s) and volume(s): |
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d) | Aggregated information: Aggregated volume: Price: | Single transaction as in 4 c) above
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e) | Date of the transaction: | 1 December 2020 07:00 BST | ||||||
f) | Place of the transaction: | Outside a trading venue | ||||||