TIDMRKH
RNS Number : 3700R
Rockhopper Exploration plc
05 July 2022
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS
RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN
WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE
UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND,
RUSSIA OR THE REPUBLIC OF SOUTH AFRICA, NOR IS IT TO BE TRANSMITTED
OR DISTRIBUTED TO, OR SENT BY, ANY NATIONAL OR RESIDENT OR CITIZEN
OF ANY SUCH COUNTRIES OR OF ANY OTHER JURISDICTION IN WHICH SUCH
RELEASE, PUBLICATION OR DISTRIBUTION MAY CONTRAVENE LOCAL
SECURITIES LAWS OR REGULATIONS. PLEASE SEE THE IMPORTANT NOTICES AT
THE OF THIS ANNOUNCEMENT.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO BUY, ACQUIRE
OR SUBSCRIBE FOR (OR THE SOLICITATION OF AN OFFER TO BUY, ACQUIRE
OR SUBSCRIBE FOR) ORDINARY SHARES TO ANY PERSON. IN PARTICULAR,
THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR CONTAIN ANY INVITATION,
SOLICITATION OR OFFER TO ANY PERSON WITH A REGISTERED ADDRESS IN,
LOCATED IN, OR WHO IS A RESIDENT OF, THE UNITED STATES, AUSTRALIA,
CANADA, JAPAN, NEW ZEALAND, RUSSIA, THE REPUBLIC OF SOUTH AFRICA OR
ANY OTHER JURISDICTION IN WHICH SUCH INVITATION, SOLICITATION OR
OFFER WOULD BE UNLAWFUL OR CONTRAVENE ANY REGISTRATION OR
QUALIFICATION REQUIREMENTS UNDER THE SECURITIES LAWS OF ANY SUCH
JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR IMMEDIATE
RELEASE.
5 July 2022
Rockhopper Exploration plc
("Rockhopper" or the "Company")
Results of Open Offer and Total Voting Rights
Rockhopper Exploration plc (AIM: RKH), the oil and gas
exploration and production company with key interests in the North
Falkland Basin, is pleased to announce the results of its Open
Offer pursuant to the Capital Raising announced on 15 June
2022.
The Company has received valid acceptances from Qualifying
Shareholders in respect of 39,652,160 Open Offer Units,
representing a take-up of over 69 per cent. of the 57,310,264
available Open Offer Units. Accordingly, the Open Offer has raised
total gross proceeds of approximately US$3.4 million (GBP2.8
million).
Each Open Offer Unit subscribed for comprises one Open Offer
Share and, for every two Open Offer Shares subscribed for, one
Warrant. Accordingly, 39,652,160 Open Offer Shares and 19,825,849
Open Offer Warrants will be issued pursuant to the Open Offer.
As a result, the Company has raised in aggregate gross proceeds
of approximately US$10.4 million (GBP8.5 million) pursuant to the
Capital Raising (including pursuant to the Placing, the
Subscription and the Open Offer) through the issue of a total of
121,834,936 New Ordinary Shares and 60,917,237 Warrants.
Total Voting Rights
The issue and admission to trading on AIM of the Placing Shares
and Subscription Shares has already taken place.
The Company has applied for the admission to trading on AIM of
the New Ordinary Shares to be issued pursuant to the Open Offer.
Second Admission will occur at 8.00 a.m. on 7 July 2022. Upon
Second Admission, the Company will have 580,317,053 Ordinary Shares
in issue and there are no shares held in treasury. This figure may
be used by Shareholders 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.
Unless otherwise defined, capitalised terms have the same
meaning as per the Company's announcement dated 15 June 2022.
Sam Moody, CEO of Rockhopper Exploration, said:
"We are delighted that our investors have taken the opportunity
to subscribe to the Open Offer and strengthened their support for
the company - we are very grateful and look forward to progressing
our plans for Sea Lion with our new partner Navitas."
Enquiries:
Rockhopper Exploration plc
Jan Davies, Company Secretary
Tel. +44 (0) 20 7390 0230 (via Vigo Communications)
Canaccord Genuity Limited (NOMAD and Joint Broker)
Henry Fitzgerald-O'Connor/Gordon Hamilton
Tel. +44 (0) 20 7523 8000
Peel Hunt LLP (Joint Broker)
Richard Crichton/Alexander Allen
Tel. +44 (0) 20 7418 8900
Vigo Communications
Patrick d'Ancona/Ben Simons
Tel. +44 (0) 20 7390 0234
IMPORTANT NOTICES
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
Article 7 of the Market Abuse Regulation (EU) No. 596/2014 (as
amended) as it forms part of the domestic law of the United Kingdom
by virtue of the European Union (Withdrawal) Act 2018 (as amended).
Upon the publication of this announcement via the Regulatory
Information Service, this inside information is now considered to
be in the public domain.
This announcement contains (or may contain) certain
forward-looking statements with respect to certain of the Company's
plans and its current goals and expectations relating to its future
financial condition and performance and which involve a number of
risks and uncertainties. The Company cautions readers that no
forward-looking statement is a guarantee of future performance and
that actual results could differ materially from those contained in
the forward-looking statements. These forward-looking statements
can be identified by the fact that they do not relate only to
historical or current facts. Forward-looking statements sometimes
use words such as "aim", "anticipate", "target", "expect",
"estimate", "intend", "plan", "goal", "believe", or other words of
similar meaning. By their nature, forward-looking statements
involve risk and uncertainty because they relate to future events
and circumstances, including, but not limited to, economic and
business conditions, the effects of continued volatility in credit
markets, market-related risks such as changes in the price of
commodities or changes in interest rates and foreign exchange
rates, the policies and actions of governmental and regulatory
authorities, changes in legislation, the further development of
standards and interpretations under International Financial
Reporting Standards ("IFRS") applicable to past, current and future
periods, evolving practices with regard to the interpretation and
application of standards under IFRS, the outcome of pending and
future litigation or regulatory investigations, the success of
future explorations, acquisitions and other strategic transactions
and the impact of competition. A number of these factors are beyond
the Company's control. As a result, the Company's actual future
results may differ materially from the plans, goals, and
expectations set forth in the Company's forward-looking statements.
You should not place undue reliance on forward-looking statements.
Any forward-looking statements made in this announcement by or on
behalf of the Company speak only as of the date they are made.
Except as required by the FCA, the London Stock Exchange or
applicable law, the Company expressly disclaims any obligation or
undertaking to release publicly any updates or revisions to any
forward-looking statements contained in this announcement to
reflect any changes in the Company's expectations with regard
thereto or any changes in events, conditions or circumstances on
which any such statement is based.
This Announcement is for information purposes only and shall not
constitute an offer to buy, sell, issue, or subscribe for, or the
solicitation of an offer to buy, sell, issue, or subscribe for any
securities, nor shall there be any offer, solicitation or sale of
securities in any jurisdiction in which such offer, solicitation or
sale would be unauthorised or unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
Any failure to comply with these restrictions may constitute a
violation of the securities law of any such jurisdiction.
This Announcement is not an offer of securities for sale in or
into the United States. The Units, New Ordinary Shares, Warrants
and Open Offer Entitlements have not been and will not be
registered under the US Securities Act 1933, as amended (the
"Securities Act") or with any securities regulatory authority of
any state or other jurisdiction of the United States and may not be
offered, sold, delivered, transferred, or taken up, directly or
indirectly, in or into the United States except pursuant to an
exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and in compliance
with any applicable securities laws of any state or other
jurisdiction of the United States. The Company does not intend to
register any portion of the Capital Raising in the United States or
to conduct an offering of securities in the United States.
This Announcement does not contain an offer or constitute any
part of an offer to the public within the meaning of Sections 85
and 102B of the FSMA or otherwise. This Announcement is not an
"approved prospectus" within the meaning of Section 85(7) of the
FSMA and a copy of it has not been, and will not be, delivered to
the FCA in accordance with the Prospectus Regulation Rules or
delivered to any other authority which could be a competent
authority for the purpose of the Prospectus Regulation (EU)
2017/1129 (the "EU Prospectus Regulation") or the UK version of
Prospectus Regulation (EU) 2017/1129 as it forms part of retained
EU law by virtue of the European Union (Withdrawal) Act 2018, as
amended (the "UK Prospectus Regulation"). Its contents have not
been examined or approved by the London Stock Exchange, nor has it
been approved by an "authorised person" for the purposes of Section
21 of the FSMA. This Announcement is being distributed to persons
in the United Kingdom only in circumstances in which section 21(1)
of the FSMA does not apply.
This Announcement has been issued by and is the sole
responsibility of the Company. No representation or warranty,
express or implied, is or will be made as to, or in relation to,
and no responsibility or liability is or will be accepted by the
Joint Bookrunners (apart from the responsibilities or liabilities
that may be imposed by the FSMA or other regulatory regime
established thereunder) or by any of their respective affiliates or
agents as to, or in relation to, the accuracy or completeness of
this Announcement or any other written or oral information made
available to or publicly available to any interested party or its
advisers, and any liability therefor is expressly disclaimed.
Canaccord Genuity Limited ("Canaccord"), which is authorised and
regulated in the United Kingdom by the FCA, is acting as nominated
adviser and joint bookrunner for the Company and for no-one else in
connection with the Capital Raising, and Canaccord will not be
responsible to anyone other than the Company for providing the
protections afforded to its customers or for providing advice to
any other person in relation to the Capital Raising or any other
matter referred to herein.
Peel Hunt LLP ("Peel Hunt"), which is authorised and regulated
in the United Kingdom by the FCA, is acting as joint bookrunner for
the Company and for no-one else in connection with the Capital
Raising, and Peel Hunt will not be responsible to anyone other than
the Company for providing the protections afforded to its customers
or for providing advice to any other person in relation to the
Capital Raising or any other matter referred to herein.
The distribution of this Announcement and the offering of the
Units in certain jurisdictions may be restricted by law. No action
has been taken by the Company or the Joint Bookrunners that would
permit an offering of such securities or possession or distribution
of this Announcement or any other offering or publicity material
relating to such securities in any jurisdiction where action for
that purpose is required. Persons into whose possession this
Announcement comes are required to inform themselves about, and to
observe, such restrictions.
The information in this Announcement may not be forwarded or
distributed to any other person and may not be reproduced in any
manner whatsoever. Any forwarding, distribution, dissemination,
reproduction, or disclosure of this information in whole or in part
is unauthorised. Failure to comply with this directive may result
in a violation of the Securities Act or the applicable laws of
other jurisdictions.
Neither the content of the Company's website nor any website
accessible by hyperlinks on the Company's website is incorporated
in, or forms part of, this Announcement.
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END
ROIUVOKRUOUBRRR
(END) Dow Jones Newswires
July 05, 2022 05:34 ET (09:34 GMT)
Grafico Azioni Rockhopper Exploration (AQSE:RKH.GB)
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