Placing
29 Junio 2009 - 1:00AM
UK Regulatory
TIDMLPP
RNS Number : 6253U
Lapp Plats Plc
29 June 2009
Date: 29 June 2009
On behalf of:Lapp Plats plc (to be renamed Cove Energy plc) ("Cove Energy", "the
Company"
or the "Group")
Embargoed until: 0700hrs
Lapp Plats plc (to be renamed Cove Energy plc)
Placing to raise GBP4.2 million of new funds
Highlights
* Placing with institutional and other investors of 35,000,000 Placing Shares at
12p per Placing Share to raise GBP4.2 million (before expenses);
* Enables Cove Energy to actively engage in its strategy of identifying and
acquiring distressed and other upstream oil and gas assets;
* Memorandum of Understanding with Quantic Limited to form a new joint venture
company to facilitate Cove Energy with access to financing and asset
opportunities in Africa and the Mediterranean (including the Lebanon and
Cyprus); and
* Placing subscription by, and technical services agreement entered into with,
subsidiary of Petroleum Geo-Services ASA, the Oslo-listed geophysical company
and possessor of the world's most extensive multi-client data library.
Lapp Plats plc (AIM: LPP), the AIM quoted business soon to be renamed Cove
Energy plc, is pleased to announce that it is placing 35,000,000 new ordinary
shares of 1 pence each in the Company (the "Placing Shares") with institutional
and other investors at a price of 12 pence per new ordinary share (the "Placing
Price") to raise GBP4.2 million (before expenses) (the "Placing"). The net
proceeds of the Placing of approximately GBP3.9 million will be used primarily
to fund the Company's business development requirements and to enable the
Company to progress its renewed strategy to identify and acquire oil and gas
assets in the early phase of the upstream life-cycle and mature them into
marketable opportunities for the medium and larger oil and utility companies.
In connection with the Placing, certain Executive and Non-Executive Directors
have agreed to subscribe for a total of 2,757,666 Placing Shares at the Placing
Price. Their respective participation and resultant holding, following the
Placing, is as detailed below:
+------------------+---------------+----------------+----------------+----------------+
| Director / | Interest in | Placing Shares | Revised Total | Percentage of |
| Non-Executive | Existing | | Interest in | Enlarged |
| Director | Ordinary | | Ordinary | Issued Share |
| | Shares | | Shares | Capital |
+------------------+---------------+----------------+----------------+----------------+
| Michael Blaha | 0 | 300,000 | 300,000 | 0.51% |
+------------------+---------------+----------------+----------------+----------------+
| John Craven | 1,750,000 | 416,000 | 2,166,000 | 3.71% |
+------------------+---------------+----------------+----------------+----------------+
| Ivan Murphy | 300,000 | 1,000,000 | 1,300,000 | 2.24% |
+------------------+---------------+----------------+----------------+----------------+
| Thomas O'Gorman | 3,987,166 | 1,041,666 | 5,028,832 | 8.62% |
+------------------+---------------+----------------+----------------+----------------+
The Placing Shares, which represent approximately 66.7 per cent. of the enlarged
issued share capital of the Company, will rank pari passu in all respects with
the existing ordinary shares in the Company. Application has been made for the
Placing Shares to be admitted to trading on AIM and it is expected that dealings
will commence on 3 July 2009.
The Company is also pleased to announce that it has entered into an Memorandum
of Understanding with Quantic Limited ("Quantic Group"), a private investment
group operating in certain areas of the oil and gas sector and merchant banking
across Africa and the Middle East, to form a joint venture company, Cedar
Resources Limited ("Cedar"). The purpose of this arrangement is to facilitate
access to finance and asset opportunities in the Lebanon and Cyprus.Cove Energy
expects Cedar, which will be owned 20 per cent. by the Company and 80 per cent.
by Quantic Group, to be incorporated and operational in or around 4-6 weeks.
On incorporation, Quantic Group will be granted 3,000,000 warrants to subscribe
for Ordinary Shares at an exercise price of 1p per Ordinary Share and a further
6,000,000 warrants to subscribe for Ordinary Shares at an exercise price of 22p
per Ordinary Share (together the "Warrants"). The Warrants will be exercisable
at any time up to 18 months from the date of grant. Any Ordinary Shares issued
as a result of the exercise of the Warrants will, from the date of issue, be
subject to a 12 month lock-in agreement between the Company, Quantic Group and
Cenkos Securities Plc. In addition, Quantic Group's principal management have
agreed to subscribe for 3,000,000 Placing Shares at the Placing Price.
Quantic Group owns 70 per cent. of Gazprombank Invest (MENA) in Beirut, Lebanon,
with the balance of 30 per cent. owned by OAO Gazprom. Quantic Group is a group
comprising various companies created with the intention of forming the core of
an oil organization active in all levels of activities traditionally associated
with companies present in this sector - production, trading, refining,
distribution and financing (www.quanticoil.com). OAO Gazprom is the world's
largest gas company focused on geological exploration, production, transmission,
storage, processing and marketing of gas and other
hydrocarbons (www.gazprom.com).
Further, the Company announces that it has also entered into a technical
services agreement with PGS Ventures AS ("PGS Ventures"), a 100 per cent.
subsidiary of Petroleum Geo-Services ASA ("PGS"). PGS is a focused geophysical
company which provides a broad range of seismic and reservoir services,
including acquisition, processing, interpretation, and field evaluation.PGS also
possesses the world's most extensive multi-client data library. PGS operates on
a worldwide basis with headquarters at Lysaker, Norway. PGS Ventures is the
investment arm of PGS, with a remit to provide PGS data and services in return
for equities and minority ownership positions in E&P assets (www.pgs.com).
Under the terms of this agreement, the Company has engaged the PGS group for the
provision of seismic data processing and interpretation services, with a minimum
commitment of US$3 million by 30 June 2011, on a take or pay basis. The Company
has also agreed to purchase from the PGS group certain seismic data, as well as
providing the PGS group with a right of first refusal, subject to applicable law
and regulation, to provide the Company with all of its seismic acquisition, data
processing and interpretation requirements going forwards. All data and services
are to be provided on demonstrable standard PGS pricing terms, and otherwise on
PGS group terms and conditions. The agreement also provides that PGS Ventures
will be offered the opportunity to contribute up to 50 per cent. of the costs of
purchase of such data and services, by way of subscription for new ordinary
shares or other securities in the Company, on terms to be agreed. Under the
agreement, PGS Ventures also has the right to appoint a director to the board of
the Company if its holding of ordinary shares at any time equals or exceeds 20
per cent. of the total ordinary shares in issue. The agreement may be terminated
by either party giving notice to the other at any time after the fifth
anniversary of the date of the agreement.
In addition, PGS Ventures has agreed to subscribe for 8,333,333 Placing Shares
at the Placing Price.
The relationships and arrangements referred to above could provide Cove Energy
with access to potential additional funding routes and exposure to asset deals,
both of which are planned to assist the Company to realise its strategy in the
Mediterranean (including the Lebanon and Cyprus) and in Africa.
Commenting on the Placing, John Craven, CEO of Cove Energy, said:
"We are very pleased to announce this successful fundraising; which means,
alongside our existing cash resources, we are well capitalised to actively
progress our new strategy, to identify and acquire undervalued oil and gas
exploration and production assets in Africa and Eastern Mediterranean.
The signing of the MOU with Quantic Group is also a significant move for the
business, which gives us potential exposure to the highly prospective Lebanese
and Cypriot licence areas with the financial backing and stability of
Gazprombank Invest (MENA) as well as their influence in North African oil and
gas activities.The fact that PGS has also participated in the Placing gives us
great confidence for any involvement we might have in exploration in North
Africa, the Lebanon or Cyprus, as they hold a large amount of the technical
seismic and geological data on the area.
Following the Placing we are now well financed to start implementing our
strategy, with a senior, experienced Board and access to further capital. This
gives us a sound platform from which we can start to deliver on our strategic
plan. We look forward to updating the Market as to our progress as soon as is
practicable."
-Ends-
For further information, please contact:
+----------------------------------------------+-------------------------+
| Lapp Plats plc | |
+----------------------------------------------+-------------------------+
| John Craven, CEO | Tel: + 353 1 662 4351 |
| Michael Nolan, Executive Director | |
+----------------------------------------------+-------------------------+
+----------------------------------------------+-------------------------+
| Cenkos Securities | |
+----------------------------------------------+-------------------------+
| Jon Fitzpatrick / Ken Fleming | Tel: +44 (0)131 220 |
| | 6939 |
+----------------------------------------------+-------------------------+
+----------------------------------------------+-------------------------+
| Financial Dynamics | |
+----------------------------------------------+-------------------------+
| Billy Clegg / Edward Westropp | Tel: +44 (0)20 7831 |
| | 3113 |
+----------------------------------------------+-------------------------+
Note to Editors:
Lapp Plats plc is an AIM traded resource company. It was founded in 1993 to
secure and advance platinum group metal projects in Sweden and, following a
strategic review and Board changes in June 2009, the business will be changing
its name to Cove Energy plc at its AGM on 2 July 2009 and has changed its
operational focus.
Cove Energy's strategy is to identify and acquire oil and gas assets in the
early phase of the upstream life-cycle and mature them into marketable
opportunities for the medium and larger oil and utility companies. The Company's
initial focus will be on Africa and the Mediterranean. The Company will be
"opportunity driven" but the objective is to target assets in areas where larger
oil companies are not yet active or have overlooked opportunities. Cove Energy
will also seek out assets owned by companies in distress as a result, for
instance, of the current global economic climate.
The Company intends to operate with a minimum level of staffing but with a
larger experienced "virtual" skills-pool from where it can draw on relevant
experience on a case-by-case basis. The Company intends at the outset to partner
and joint venture with investors and associates who will support Cove Energy
with commercial skills and influence in areas where the Company intends to grow
its business.
This information is provided by RNS
The company news service from the London Stock Exchange
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