TXO TXO

TIDMTXO

RNS Number : 3333Y

TXO PLC

21 February 2013

FOR IMMEDIATE RELEASE 21 February 2013

TXO PLC

("TXO" or the "Company")

FUNDING FACILITY AGREED

TXO plc is pleased to announce that it has entered into a Liquidity Facility Agreement and an associated Promissory Note (together the "Liquidity Facility") with Windsor Capital Partners Limited ("Windsor Capital"). Under this facility TXO has issued and allotted 50 million Ordinary Shares of 0.1 pence each (the "Issued Shares"), which represents 4.29% of the current issued share capital, to Windsor Capital in exchange for a Promissory Note.

At yesterday's closing share price of 0.21 pence, the proceeds of the Issued Shares are estimated at GBP105,000. The Promissory Note provides to TXO the proceeds of the sale of the Issued Shares over the life of the Promissory Note based on the occurrence of "Liquidity Trigger Days". Liquidity Trigger Days are those days on which the volume of traded TXO shares is above 80% of the trailing 90 day daily weighted average trading volume. On Liquidity Trigger Days Windsor Capital will seek to sell part of the Issued Shares, up to a maximum of 10 per cent of the daily volume, on a best effort basis at no less than the AIM Market mid-price, subject to a minimum price of 0.2 pence.

Windsor Capital has entered into an agreement with Fox-Davies Capital Limited to affect these trades through a combination of access to their market making desk and/or the Retail Service Providers network. Windsor Capital will remit the proceeds of any sales on a monthly basis against the outstanding amount of the Promissory Note. The remittance will reflect the actual weighted average price of sales achieved less a transaction fee of 3% payable to Windsor Capital and 3% warrants. The Liquidity Facility is for a period of 12 months and no fees were payable in advance.

The Liquidity Facility allows the Company to access capital using the natural liquidity that is available in the Company's shares in a more cost effective manner than traditional equity line products have offered.

The Issued Shares are expected to be admitted to trading on AIM on 27 February 2013. The Company will provide further updates with regards to the proceeds it receives on a periodic basis as appropriate. Following the issue the total number of Ordinary Shares in issue will be 1,214,502,580.

Tim Baldwin, Chairman, commented:

"This product enables TXO to benefit from the liquidity seen in the Company's shares without putting downward pressure on our share price. It also represents a cost effective mechanism for raising modest amounts of capital, as and when market conditions are favourable."

For further information, please contact:

TXO PLC

   Tim Baldwin, Chairman                                 +44 (0) 207 518 4300 
   Fox-Davies Capital Limited         +44 (0) 20 3463 5000 

Simon Leathers / Daniel Fox-Davies / Richard Hail

Lothbury Financial Services Limited

Michael Padley / Chris Roberts +44 (0) 203 440 7620

Background on Windsor Capital Partners Limited

Windsor Capital Limited is an independent institutional investor that has been established to provide Liquidity Facilities and Standby Equity Facilities for AIM listed companies, with the objective of offering flexible and efficient capital raising instruments that are cost effective. Traditional equity line facilities seek to utilize the companies own natural market liquidity to raise working and growth capital. However, there is an inherent conflict as the shares are commonly issued at a discount to the lowest weighted average price during a reference period. This gives the facility provider a conflict.

Traditional facilities also seek to raise capital in a narrow draw down period, which can have an adverse effect on the issuer company's share price.

Windsor Capital has developed two committed equity products, a Liquidity Facility and a Standby Equity Facility, both designed to be more transparent, market neutral on price and thereby lower the cost of capital for junior companies.

The "Liquidity Facility" offers growth companies the benefits of an equity line over an extended period of time and allows them to benefit from liquidity in the market as and when available. The Liquidity Facility seeks to be more flexible, transparent and more cost effective that existing products.

The "Standby Equity Facility" is an equity line facility, albeit with significantly reduced fees and no upfront commitment fees. Proposed placings are issued at the market price achieved and not at a discount to market, and by partnering with Fox-Davies Capital, a specialist Equity Market Making Firm, the Standby Equity Facility seeks to issue the shares only on the offer side of the market's bid-offer quote.

Windsor Capital is marketing these products in conjunction with Fox-Davies Capital. For further information please contact: Daniel Fox-Davies (020 3463 5000)

This information is provided by RNS

The company news service from the London Stock Exchange

END

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