TIDMTRP
RNS Number : 6313L
Tower Resources PLC
14 January 2021
THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO
OR FROM THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH
AFRICA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A BREACH OF THE RELEVANT SECURITIES LAWS OF SUCH
JURISDICTION.
This announcement does not constitute a prospectus or offering
memorandum or an offer in respect of any securities and is not
intended to provide the basis for any decision in respect of Tower
Resources PLC or other evaluation of any securities of Tower
Resources PLC or any other entity and should not be considered as a
recommendation that any investor should subscribe for or purchase
any such securities.
14 January 2021
Tower Resources plc
Fundraising Update
Placing to raise GBP1.25 million
Planned repayment and termination of Shard Merchant Capital Loan
Facility
Appointment of Joint Broker
Tower Resources plc (the "Company" or "Tower" (TRP.L, TRP LN)),
the AIM listed oil and gas company with its focus on Africa, is
pleased to provide the following update on its fundraising activity
in respect of its assets in Cameroon and South Africa, and to
announce that it has raised GBP1.25 million at the topco level via
a placing of 384,615,384 new ordinary shares of 0.001p each (the
"Placing Shares") at a price of 0.325 pence per Placing Share, with
each placee receiving 1 warrant exercisable for two years at 0.65
pence per share for every 3 shares subscribed (the "Placing")
Monecor (London) Ltd, trading as ETX Capital ("ETX Capital"),
has acted as sole broker of this placing and will serve as Joint
Broker to the Company going forward.
The Company will use the proceeds of the placing to terminate
and repay the US$500,000 loan facility from Shard Merchant Capital
Ltd when or before it falls due on 28 February 2021, without
triggering the conversion options in the facility agreement, and to
cover working capital requirements going forward, including:
-- Contributing towards the cost of the seismic reprocessing and
interpretation being undertaken by the Company's partner and
license operator, NewAge Energy Algoa (Pty) Ltd ("NewAge"), in
respect of the Algoa-Gamtoos license in South Africa;
-- Funding maintenance expenditure in Cameroon to maintain the
long-lead items inventory ready for the commencement of drilling
and testing of the NJOM-3 well on the Thali license;
-- General working capital purposes.
The Company is already in discussion with Pegasus Petroleum Ltd
(whose ultimate beneficial owner is the Company's Chairman and CEO,
Jeremy Asher) regarding a further extension of the US$750,000
Pegasus Loan Facility which also becomes due on 28 February
2021.
The Company is continuing discussions with potential farm-out
partners for its Thali license in Cameroon, including OilLR and
several others, and hopes to have a more substantial announcement
to make in due course.
As previously disclosed, the Company is expecting to receive an
updated interpretation of prospectivity on the Algoa-Gamtoos
license, offshore South Africa, based on further reprocessing of
existing 2D seismic data, from the operator, NewAge, in the near
future. The Algoa-Gamtoos license is immediately adjacent to
Total's blocks 11B/12B where Total's Brulpadda and Luiperd
discovery wells were drilled approximately 150 kms to the East, in
the same Outeniqua basin that passes through the deep-water section
of the Algoa Gamtoos license. Last year NewAge identified a
substantial Deep Albian prospect in this deep-water section of the
Algoa Gamtoos license, and on the basis of the data then available,
they estimated this prospect to contain 364 million barrels of
unrisked prospective resources.
NewAge is working with Envoi on a farm-out process to bring in a
third party to the Algoa-Gamtoos license, which is currently held
50% by NewAge and 50% by the Company, to fund the next stages of 3D
seismic acquisition and potentially a new well on the license. This
process has resulted in a number of well-known companies reviewing
the data room and they will also be shown the new interpretation
when available. The Company hopes to have more substantial news
about this process in due course as well.
Share Capital following the Placing
The Placing is conditional on, inter alia, the Placing Shares
being admitted to trading on AIM. Application has been made for the
Placing Shares to be admitted to trading on AIM. It is expected
that Admission of the Shares will become effective and that
dealings will commence at 8.00 a.m. on or around 20 January 2021
.
Following admission of the Placing Shares, the Company's
enlarged issued share capital will comprise 1,709,911,416 Ordinary
Shares of 0.001 pence each with voting rights in the Company. This
figure may 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 the
interest in, the share capital of the Company under the FCA's
Disclosure and Transparency Rules.
Jeremy Asher, Chairman and Chief Executive Officer,
commented:
"We are happy to complete this placing, which provides us with
sufficient working capital to remain drill-ready in Cameroon, as
soon as circumstances permit, and also allows us to contribute to
the current work programme at Algoa-Gamtoos. It is still difficult
to commit to firm time frames at present, both for operations and
also financial transactions, but we are moving forward as quickly
as we can, and remain confident that we will drill the NJOM-3
appraisal well and also bring in a partner for further 3D
acquisition in Algoa Gamtoos. We are also continuing
basin-modelling work in Namibia and await the results of other
companies' drilling there with interest. We are pleased to welcome
ETX Capital as Joint Broker and thank them for delivering this
placing smoothly. "
Note regarding forward-looking statements
This announcement contains certain forward-looking statements
relating to the Company's future prospects, developments and
business strategies. Forward-looking statements are identified by
their use of terms and phrases such as "targets" "estimates",
"envisages", "believes", "expects", "aims", "intends", "plans",
"will", "may", "anticipates", "would", "could" or similar
expressions or the negative of those, variations or comparable
expressions, including references to assumptions.
The forward-looking statements in this announcement are based on
current expectations and are subject to risks and uncertainties
which could cause actual results to differ materially from those
expressed or implied by those statements. These forward-looking
statements relate only to the position as at the date of this
announcement. Neither the Directors nor the Company undertake any
obligation to update forward looking statements, other than as
required by the AIM Rules for Companies or by the rules of any
other applicable securities regulatory authority, whether as a
result of the information, future events or otherwise. You are
advised to read this announcement and the information incorporated
by reference herein, in its entirety. The events described in the
forward-looking statements made in this announcement may not
occur.
Neither the content of the Company's website (or any other
website) nor any website accessible by hyperlinks on the Company's
website (or any other website) is incorporated in, or forms part
of, this announcement.
Any person receiving this announcement is advised to exercise
caution in relation to the Placing. If in any doubt about any of
the contents of this announcement, independent professional advice
should be obtained.
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have
been deemed inside information for the purposes of Article 7 of
Regulation (EU) No 596/2014 until the release of this
announcement.
Contacts
Tower Resources plc +44 20 7157 9625
Jeremy Asher
Chairman and CEO
Andrew Matharu
VP - Corporate Affairs
SP Angel Corporate Finance
LLP
Nominated Adviser and
Joint Broker + 44 20 3470 0470
Stuart Gledhill
Caroline Rowe
ETX Capital
Joint Broker
Elliott Hance + 44 20 7392 1436
Turner Pope Investments
(TPI) Limited
Joint Broker
Andy Thacker
Zoe Alexander + 44 20 3657 0050
Panmure Gordon (UK) Limited
Joint Broker
Nick Lovering
Hugh Rich + 44 20 7886 2500
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END
IOEDKQBQKBKKPDD
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January 14, 2021 02:00 ET (07:00 GMT)
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