NOT FOR
RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY IN THE
UNITED STATES, CANADA, JAPAN, SOUTH AFRICA OR IN ANY OTHER
JURISDICTION IN WHICH SUCH PUBLICATION OR DISTRIBUTION WOULD BE
UNLAWFUL. ANY FAILURE TO COMPLY WITH THESE RESTRICTIONS MAY
CONSTITUTE A VIOLATION OF APPLICABLE SECURITIES LAWS. PLEASE SEE
THE SECTION ENTITLED "IMPORTANT INFORMATION" TOWARDS THE END OF
THIS ANNOUNCEMENT.
THIS
ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF
REGULATION (EU) 596/2014 AS IT FORMS PART OF DOMESTIC LAW IN
THE UNITED KINGDOM BY VIRTUE OF
THE EU (WITHDRAWAL) ACT 2018 ("MAR"). UPON THE
PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION
SERVICE, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE
PUBLIC DOMAIN.
18 September 2024
Ascent Resources
plc
("Ascent" or the
"Company")
New Premium Funding &
TVR
Ascent Resources Plc (LON: AST) is
pleased to announce it has raised gross proceeds of US$1million
(£763,170) via the issue of new ordinary shares of 0.5p each in the
capital of the Company ("Subscription Shares") at an issue price of
2.3 pence per Subscription Share, representing a c.43% premium to
the closing bid price on 17 September 2024, being the last
practical date to this announcement, via a direct subscription (the
" Subscription").
New
Funding
The Company has today agreed to
issue 33,181,304 Subscription Shares to CB Energy VI, LLC, an
investment vehicle formed for the purpose of making strategic oil
& gas and infrastructure investments, to raise total new
proceeds of US$1million at a price of 2.3 pence per new
share, which is equivalent to the last
placing price the Company issued new equity for on 23 April 2024,
and representing a c.43% premium to
the closing bid price of 1.6 pence on 17 September
2024, being the last practical date to this
announcement. The net proceeds of the
Subscription will be used by the Company for continued business
development activities and general corporate and administrative
expenses. Following completion of the Subscription and Admission of
the Subscription Shares, CB Energy VI, LLC will have an interest in
approximately 12.2% of the Company's issued share
capital.
The Investor was introduced to the
Company by MBD Partners SA ("MBD"), a substantial shareholder in
the Company, who will receive an introducer's fee of US$25,000
pursuant to the terms of the Strategic Collaboration Agreement
signed between the Company and MBD, which was announced on 3
October 2023. This introducer fee constitutes a related party
transaction under the AIM Rules as MBD current holds approximately
20% of the issued share capital of the Company and is therefore a
"substantial shareholder" under the AIM Rules. All the directors of
the Company being Andrew Dennan, David Bullion, Jean-Michel Doublet
and Edouard Etienvre, consider having consulted with its nominated
advisor, that the terms of transaction are fair and reasonable
insofar as the Shareholders are concerned
Admission & Total Voting Rights
Application has been made to the
London Stock Exchange for the Subscription Shares to be admitted to
trading on AIM ("Admission") and it is expected that such Admission
will occur at 8:00 a.m. on 30 September 2024. The Subscription
Shares will be issued credited as fully paid and will rank in full
for all dividends and other distributions declared, made or paid
after the admission of the Subscription Shares, respectively and
will otherwise be identical to and rank on Admission pari passu in
all respects with the existing Ordinary Shares.
Following Admission of the
Subscription Shares, expected to occur at 8:00 a.m. on 30 September
2024, the Company will have 271,304,265 Ordinary Shares in issue,
none of which will be held in treasury. Accordingly, the total
number of voting rights in the Company will be 271,304,265 and
shareholders may use this figure 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
Company under the FCA's Disclosure Guidance and Transparency
Rules.
Enquiries:
Ascent Resources plc
Andrew Dennan
|
Via Vigo Communications
|
Zeus Capital, Nominated Adviser & Broker
James Joyce / Sarah
Mather
|
0203 829 5000
|
Novum Securities, Joint Broker
Jon Belliss
|
0207 399 9400
|
IMPORTANT INFORMATION
This announcement includes "forward-looking statements" which
include all statements other than statements of historical fact,
including, without limitation, those regarding the Company's
financial position, business strategy, plans and objectives of
management for future operations, or any statements preceded by,
followed by or that include the words "targets", "believes",
"expects", "aims", "intends", "will", "may", "anticipates",
"would", "could" or similar expressions or negatives thereof. Such
forward-looking statements involve known and unknown risks,
uncertainties and other important factors beyond the Company's
control that could cause the actual results, performance or
achievements of the Group to be materially different from future
results, performance or achievements expressed or implied by such
forward-looking statements. Such forward-looking statements are
based on numerous assumptions regarding the Company's present and
future business strategies and the environment in which the Company
will operate in the future. These forward-looking statements speak
only as at the date of this document. The Company expressly
disclaims any obligation or undertaking to disseminate any updates
or revisions to any forward-looking statements contained herein to
reflect any change in the Company's expectations with regard
thereto or any change in events, conditions or circumstances on
which any such statements are based unless required to do so by
applicable law or the AIM Rules.
Nothing contained herein shall be deemed to be a forecast,
projection or estimate of the future financial performance of the
Company or any other person.
This announcement is not for release, publication or
distribution, in whole or in part, directly or indirectly, in or
into Canada, Japan or the Republic of South Africa or any
jurisdiction into which the publication or distribution would be
unlawful. This announcement is for information purposes only and
does not constitute an offer to sell or issue or the solicitation
of an offer to buy or acquire shares in the capital of the Company
in Canada, Japan, New Zealand, the Republic of South Africa or any
jurisdiction in which such offer or solicitation would be unlawful
or require preparation of any prospectus or other offer
documentation or would be unlawful prior to registration, exemption
from registration or qualification under the securities laws of any
such jurisdiction.
This announcement is not for publication or distribution,
directly or indirectly, in or into the United States of America.
This announcement is not an offer of securities for sale into
the United States. The securities referred to herein have not
been and will not be registered under the U.S. Securities Act of
1933, as amended, and may not be offered or sold in the United
States, except pursuant to an applicable exemption from
registration. No public offering of securities is being made
in the United States.