TIDMSOUC
RNS Number : 7279R
Southern Energy Corp.
07 July 2022
Defined terms used in this announcement have the same meaning as
given to them in the Company's announcement released on June 23,
2022, unless otherwise defined herein.
SOUTHERN ENERGY CORP. ANNOUNCES COMPLETION OF FUNDRAISING AND
PREMIUM TO NYMEX PRICING CONTRACT
Calgary, Alberta - July 7, 2022 - Southern Energy Corp.
("Southern" or the "Company") (SOU: TSXV; AIM: SOUC), a
U.S.-focused, growth-oriented natural gas producer, is pleased to
announce the closing of its previously announced Offering to raise,
in aggregate, gross proceeds of US$31.0 million through the issue
of 46,371,927 new Common Shares. The Underwriters will not be
exercising the over-allotment option granted to them in connection
with the Offering.
The net proceeds from the Offering will be used to accelerate
the initiation of a continuous organic drilling programme at the
Company's Gwinville field, as well as increase the Company's
financial flexibility for potential acquisition opportunities.
Ian Atkinson, President and CEO of Southern, commented :
"With our strengthened financial capability, we now look ahead
to further exciting operational activity at Gwinville while also
being capable of considering M&A opportunities in our core area
of expertise from a position of strength. With a multi-year
drilling inventory in Gwinville alone, we look forward to realising
our forward growth potential of our goal to reach 25,000 boe/d;
with more drilling anticipated to begin later this year."
"I would like to thank all of our new and existing shareholders
for their support throughout this process as well as for their
continued engagement in our Company. "
Financial Update
On June 27, 2022, the Company entered into basis swaps covering
just under 40% of our physical price exposure with a natural gas
basis swap transaction to secure an average premium to NYMEX of
$0.39 per MMBtu from July 1, 2022 to December 31, 2022. This
opportunity exists due to increased natural gas demand in the
southeast Gulf States where traditionally the pricing would range
between NYMEX plus or minus $0.05 per MMBtu. Strong demand in our
core area is further highlighted by spot basis where our natural
gas is currently selling for a $3.40 per MMBtu premium to NYMEX.
The Company continues to monitor these premium prices and is
prepared to hedge additional basis exposure at these elevated basis
premiums.
Calvin Yau, Chief Financial Officer of Southern, commented :
"We are now selling natural gas at a premium to NYMEX pricing
which I believe is indicative of the current supply and demand
dynamics we are facing in the United States, and our ability to
lock in long term hedges at these elevated basis premiums is
indicative that this supply demand imbalance is forecasted to
remain for an extended period of time."
Admission and Total Voting Rights
Further to the Company's announcement on May 6, 2022 regarding
the application to AIM for a block admission in respect of certain
outstanding dilutive instruments in the Company (the "Block
Admission"), the Company notes that 3,101,875 new Common Shares
were issued in June 2022 pursuant to the exercise of such
instruments. Accordingly, as at June 30, 2022, Southern Energy had
89,536,858 Common Shares in issue.
Following the issue of the Offering Shares, Southern has
135,908,785 Common Shares in issue. There are no Common Shares held
in treasury and each Common Share entitles the holder to a single
vote at general meetings of the Company. This figure may therefore
be used by shareholders in the Company as the denominator for the
calculations by which they will determine if they are required to
notify their interest in, or a change in their interest in, the
share capital of the Company.
The Placing Shares were issued and admitted to trading on AIM on
July 5, 2022 and the Prospectus Offering Shares are expected to be
admitted to trading on AIM at 8:00 a.m. (UK) on or around July 8,
2022.
PDMR Dealings
It is noted that certain Directors and other PDMRs of the
Company have participated in the Prospectus Offering, on the same
terms as all other participants, to subscribe for, in aggregate,
448,274 Prospectus Shares. Further details regarding individual
participation of the Company's Directors and other PDMRs are set
out in the PDMR notification forms below.
About Southern Energy Corp.
Southern Energy Corp. is a natural gas exploration and
production company. Southern has a primary focus on acquiring and
developing conventional natural gas and light oil resources in the
southeast Gulf States of Mississippi, Louisiana, and East Texas.
Our management team has a long and successful history working
together and have created significant shareholder value through
accretive acquisitions, optimization of existing oil and natural
gas fields and the utilization of re-development strategies
utilizing horizontal drilling and multi-staged fracture completion
techniques.
For further information, please contact :
Southern Energy Corp.
Ian Atkinson (President and CEO) +1 587 287 5401
Calvin Yau (VP Finance and CFO) +1 587 287 5402
Strand Hanson Limited - Nominated & Financial Adviser +44 (0) 20 7409 3494
James Spinney / James Bellman / Rob Patrick
Canaccord Genuity - Joint Broker +44 (0) 20 7523 8000
Henry Fitzgerald-O'Connor / James Asensio
Hannam & Partners - Joint Broker +44 (0) 20 7907 8500
Samuel Merlin / Ernest Bell
Camarco +44 (0) 20 3757 4980
James Crothers / Billy Clegg / Hugo Liddy
Forward Looking Statements
Certain information included in this Announcement constitutes
forward-looking information under applicable securities
legislation. Forward-looking information typically contains
statements with words such as "anticipate", "believe", "expect",
"plan", "intend", "estimate", "propose", "project" or similar words
suggesting future outcomes or statements regarding an outlook.
Forward-looking information in this Announcement may include, but
is not limited to, statements concerning the use of proceeds of the
Offering, the Company's business strategy, objectives, strength and
focus and the Company's capital program.
The forward-looking statements contained in this Announcement
are based on certain key expectations and assumptions made by
Southern, including the timing of and success of future drilling,
development and completion activities, the performance of existing
wells, the performance of new wells, the availability and
performance of facilities and pipelines, the geological
characteristics of Southern's properties, the characteristics of
its assets, the successful application of drilling, completion and
seismic technology, benefits of current commodity pricing hedging
arrangements, prevailing weather conditions, prevailing legislation
affecting the oil and gas industry, commodity prices, royalty
regimes and exchange rates, the application of regulatory and
licensing requirements, the availability of capital, labour and
services, the creditworthiness of industry partners and the ability
to source and complete asset acquisitions.
Although Southern believes that the expectations and assumptions
on which the forward-looking statements are based are reasonable,
undue reliance should not be placed on the forward-looking
statements because Southern can give no assurance that they will
prove to be correct. Since forward-looking statements address
future events and conditions, by their very nature they involve
inherent risks and uncertainties. Actual results could differ
materially from those currently anticipated due to a number of
factors and risks. These include, but are not limited to, the risk
that the Company may apply the proceeds of the Offering differently
than as stated herein depending on future circumstances; risks
associated with the oil and gas industry in general (e.g.,
operational risks in development, exploration and production; the
uncertainty of reserve estimates; the uncertainty of estimates and
projections relating to production, costs and expenses, and health,
safety and environmental risks), constraint in the availability of
services, negative effects of the current COVID-19 pandemic,
commodity price and exchange rate fluctuations, geo-political
risks, political and economic instability abroad, wars (including
Russia's military actions in Ukraine), hostilities, civil
insurrections, inflationary risks including potential increases to
operating and capital costs, changes in legislation impacting the
oil and gas industry, adverse weather or break-up conditions and
uncertainties resulting from potential delays or changes in plans
with respect to exploration or development projects or capital
expenditures. These and other risks are set out in more detail in
the Final Prospectus and Southern's most recent management's
discussion and analysis and annual information form, which are
available under the Company's SEDAR profile at www.sedar.com.
The forward-looking information contained in this Announcement
is made as of the date hereof and Southern undertakes no obligation
to update publicly or revise any forward-looking information,
whether as a result of new information, future events or otherwise,
unless required by applicable securities laws. The forward-looking
information contained in this Announcement is expressly qualified
by this cautionary statement.
http://www.southernenergycorp.com
Neither TSX Venture Exchange nor its Regulation Services
Provider (as that term is defined in the policies of the TSX
Venture Exchange) accepts responsibility for the adequacy or
accuracy of this release.
PDMR NOTIFICATION FORMS
Details of the person discharging managerial responsibilities
1 / person closely associated
a) Name 1. Ian Atkinson
2. Calvin Yau
3. Gary McMurren
4. Bruce Beynon
5. Andrew McCreath
------------------------------- ----------------------------------------------
Reason for the notification
2
-------------------------------------------------------------------------------
a) Position/status 1. President and Chief Executive Officer
(Director)
2. VP Finance and CFO
3. VP Engineering
4. Non-Executive Director
5. Non-Executive Director
------------------------------- ----------------------------------------------
b) Initial notification/Amendment Initial notification
------------------------------- ----------------------------------------------
Details of the issuer, emission allowance market participant,
3 auction platform, auctioneer or auction monitor
-------------------------------------------------------------------------------
a) Name Southern Energy Corp.
------------------------------- ----------------------------------------------
b) LEI 213800R25GL7J3EBJ698
------------------------------- ----------------------------------------------
Details of the transaction(s): section to be repeated for
4 (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 Common shares in Southern Energy Corp..
financial instrument,
type of instrument
Identification code CA8428131059
b) Nature of the transaction Subscription for new common shares
c) Price(s) and volume(s) Effective price Volumes
1. CAD0.87 28,735
---------------- --------
2. CAD0.87 17,241
---------------- --------
3. CAD0.87 22,988
---------------- --------
4. CAD0.87 91,954
---------------- --------
5. CAD0.87 287,356
---------------- --------
d) Aggregated information N/A (single transaction for each individual)
e) Date of the transaction 07 July 2022
f) Place of the transaction Outside of a trading venue
------------------------------- ----------------------------------------------
TR-1: S tandard form for notification of major holdings
NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and
to the FCA in Microsoft Word format if possible)(i)
1a. Identity of the issuer or the SOUTHERN ENERGY CORP
underlying issuer of existing shares
to which voting rights are attached
(ii) :
--------------------------------------------
1b. Please indicate if the issuer is a non-UK issuer (please mark with
an "X" if appropriate)
Non-UK issuer
----
2. Reason for the notification (please mark the appropriate box or boxes
with an "X")
An acquisition or disposal of voting rights X
----
An acquisition or disposal of financial instruments
----
An event changing the breakdown of voting rights
----
Other (please specify)(iii) : X
----
3. Details of person subject to the notification obligation (iv)
Name CANACCORD GENUITY GROUP INC
City and country of registered office VANCOUVER, CANADA
(if applicable)
4. Full name of shareholder(s) (if different from 3.) (v)
Name DISCRETIONARY CLIENTS
--------------------------------------------
City and country of registered office As above
(if applicable)
--------------------------------------------
5. Date on which the threshold was 05 JULY 2022
crossed or reached (vi) :
--------------------------------------------
6. Date on which issuer notified 06 JULY 2022
(DD/MM/YYYY):
--------------------------------------------
7. Total positions of person(s) subject to the notification obligation
% of voting % of voting rights Total of both Total number
rights attached through financial in % (8.A + of voting rights
to shares (total instruments 8.B) held in issuer
of 8. A) (total of 8.B (8.A + 8.B)
1 + 8.B 2) (vii)
------------------ --------------------- -------------- --------------------
Resulting situation
on the date
on which threshold
was crossed
or reached 5.0361 5.0361 5,532,110
------------------ --------------------- -------------- --------------------
Position of N/a
previous notification
(if
applicable)
------------------ --------------------- -------------- --------------------
8. Notified details of the resulting situation on the date on which the
threshold was crossed or reached (viii)
A: Voting rights attached to shares
Class/type of Number of voting rights (ix) % of voting rights
shares
ISIN code (if
possible)
Direct Indirect Direct Indirect
(DTR5.1) (DTR5.2.1) (DTR5.1) (DTR5.2.1)
------------------------
CA8428133059 5,532,110 5.0361
-------------------------- ------------------------ --------------------------- -------------------
SUBTOTAL 8.
A 5,532,110 5.0361
---------------------------------------------------- ------------------------------------------------
B 1: Financial Instruments according to DTR5.3.1R (1) (a)
Type of financial Expiration Exercise/ Number of voting % of voting
instrument date (x) Conversion Period rights that may rights
(xi) be acquired if the
instrument is
exercised/converted.
----------------- -------------------------- ---------------------------------- -------------------
SUBTOTAL 8. B 1
-------------------------- ---------------------------------- -------------------
B 2: Financial Instruments with similar economic effect according to
DTR5.3.1R (1) (b)
Type of Expiration Exercise/ Physical or Number of % of voting
financial date (x) Conversion cash voting rights rights
instrument Period (xi) settlement
(xii)
----------------------- ------------------ ---------------------- ------------------
SUBTOTAL 8.B.2
---------------------- ------------------
9. Information in relation to the person subject to the notification
obligation (please mark the
applicable box with an "X")
Person subject to the notification obligation is not controlled
by any natural person or legal entity and does not control any other
undertaking(s) holding directly or indirectly an interest in the
(underlying) issuer (xiii)
Full chain of controlled undertakings through which the voting rights X
and/or the
financial instruments are effectively held starting with the ultimate
controlling natural person or legal entity (xiv) (please add additional
rows as necessary)
Name (xv) % of voting rights % of voting rights Total of both if
if it equals or through financial it equals or is
is higher than the instruments if it higher than the
notifiable threshold equals or is higher notifiable threshold
than the notifiable
threshold
-------------------------- -------------------------------- --------------------------
Canaccord Genuity
Group Inc. 5.0361 5.0361
-------------------------- -------------------------------- --------------------------
Canaccord Genuity
Wealth Group Holdings
Limited 5.0361 5.0361
-------------------------- -------------------------------- --------------------------
Canaccord Genuity
Wealth Group Holdings
(Jersey) Limited 5.0361 5.0361
-------------------------- -------------------------------- --------------------------
Canaccord Genuity
Wealth Group Limited 5.0361 5.0361
-------------------------- -------------------------------- --------------------------
Hargreave Hale Ltd 5.0361 5.0361
-------------------------- -------------------------------- --------------------------
10. In case of proxy voting, please identify:
Name of the proxy holder
------------------------------------------------------------
The number and % of voting rights
held
------------------------------------------------------------
The date until which the voting rights
will be held
------------------------------------------------------------
11. Additional information (xvi)
The change in holding is entirely due to the participation in the placing,
shares from which were admitted to AIM on the 5(th) July
Place of completion BLACKPOOL, ENGLAND
----------------------------------------------------------------------------------------------
Date of completion 06 JULY 2022
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END
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July 07, 2022 09:39 ET (13:39 GMT)
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