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 ANY MEMBER STATE OF THE
EUROPEAN ECONOMIC AREA, THE UNITED STATES (OR TO ANY U.S. PERSON),
CANADA, JAPAN, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, OR ANY
OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF
THE RELEVANT LAWS OR REGULATIONS OF THAT
JURISDICTION.
THIS
ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF
THE CURRENT UK VERSION OF MARKET ABUSE REGULATION EU NO. 596/2014.
UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION
IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.
2 October 2024
Borders & Southern Petroleum
plc
("Borders &
Southern" or the "Company")
£1.5 million
Fundraising
Borders & Southern (AIM: BOR), the London
based independent oil and gas company with assets offshore the
Falkland Islands, is pleased to announce that it has raised £1.5
million, before expenses to advance the development of its 100%
owned Darwin Gas Condensate discovery (the "Fundraising"). The
Fundraising comprises a placing and a subscription by a majority of
the Company's directors.
The Fundraising will comprise the issue, in
aggregate of 100,000,000 new ordinary shares in the Company
("Ordinary Shares") at a price of 1.5 pence (the "Issue Price") per
new Ordinary Share. The Issue Price is an approximate 16.67 per
cent. discount to the Company's closing mid price of 1.8 pence on 1
October 2024.
Highlights of
the Fundraising:
·
£1.5 million raised through the placing of 69,666,666
ordinary shares (the "Placing Shares") at the Issue Price (the
"Placing") and subscription of 30,333,334 ordinary shares (the
"Subscription Shares" and together with the Placing Shares, the
"Fundraise Shares") at the Issue Price (the
"Subscription")
· The
Fundraising received significant board support from a majority of
the board with Harry Dobson (Chairman), Harry Baker (CEO), and
non-executive directors Sean Guest and Will Hodson all
participating and subscribing for a total of £505,000,
demonstrating continued alignment with shareholders and commitment
to, and belief in, the future success of the business
· The
Company has engaged a new international advisor to assist in moving
the Darwin project forward towards appraisal of the Darwin
discovery and is encouraged thus far by progress on the recently
relaunched farm-out process
Use of
Proceeds
The proceeds of the Fundraising will be used to
fund the Company's Licence fees, Discovery Area fees, technical and
commercial studies, general & administrative expenses and, more
generally, to advance the Company's Darwin project towards
appraisal of the Darwin discovery.
Harry Baker,
Chief Executive Officer of Borders & Southern,
commented:
"We are seeking to bring in a partner to move
Darwin forward by either testing Darwin East or drilling another
target and, as previously stated, have engaged a new International
advisor to assist in this process. The funds raised will assist the
Company in progressing this. We are encouraged by progress on the
recently relaunched farm-out process thus far and look forward to
providing further updates in the coming months.
"We only raised one year's overheads as we
believe that the Company can make progress on the farm-out which
would place it in a much stronger position in the
future.
"We would also like to thank existing
shareholders and new investors for their support in the
Fundraising."
Director
Participation and Related Party Transaction
Certain directors of the Company participated
in the Fundraise, details of which are outlined below:
|
Name
|
Position
|
Number of Fundraise Shares
subscribed for
|
Shareholding following
Admission
|
Percentage of enlarged share
capital
|
|
Harry Dobson
|
Non-Executive Chairman
|
28,000,000
|
109,372,000
|
13.2%
|
|
Harry Baker
|
Chief Executive Officer
|
3,333,333
|
3,333,333
|
0.4%
|
|
Sean Guest
|
Non-Executive Director
|
1,666,667
|
1,666,667
|
0.2%
|
|
Will Hodson
|
Non-Executive Director
|
666,667
|
666,667
|
0.08%
|
The participation of Harry Dobson, Harry Baker,
Will Hodson and Sean Guest in the Fundraise are related party
transactions for the purposes of AIM Rule 13 of the AIM Rules for
Companies due to them being directors of the Company, and in the
case of Harry Dobson, also a substantial shareholder. The Director
of the Company independent of Mr Dobson, Mr Baker, Mr Hodson and Mr
Guest, being Peter Fleming, considers, having consulted with SP
Angel Corporate Finance LLP, the Company's Nominated Adviser, that
the terms of the Director's participation in the Fundraise are fair
and reasonable in so far as the Company's shareholders are
concerned.
The participation of Alan Brimacombe, a
substantial shareholder in the Company, in the Fundraise is also a
related party transaction for the purpose of AIM Rule 13 of the AIM
Rules for Companies. The Directors of the Company independent of
the Fundraise, being Peter Fleming, considers, having consulted
with SP Angel Corporate Finance LLP, the Company's Nominated
Adviser, that the terms of Alan Brimacombe's participation in the
Fundraise are fair and reasonable in so far as the Company's
shareholders are concerned.
Admissions and
Total Voting Rights
Application has been made for admission of the
Fundraise Shares to trading on AIM ("Admission") and it is expected
that Admission will occur on or around 8 October 2024. The
Fundraise Shares will rank pari passu with the existing Ordinary
Shares of 1 pence each in the capital of the Company.
Following Admission, the total issued share
capital of the Company will consist of 830,814,456 Ordinary Shares
each with voting rights. The Company does not hold any Ordinary
Shares in treasury. Therefore, the total number of voting rights in
the Company will be 830,814,456 and this is the 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 in their interest in, the share capital of the
Company under the FCA's Disclosure Guidance and Transparency
Rules.
Broker
Warrants
In connection with the Fundraising, the Company
has granted 1,326,666 broker warrants to SP Angel Corporate Finance
LLP, exercisable at the Issue Price for a period of three
years.
For further information please visit
www.bordersandsouthern.com or contact:
Borders &
Southern Petroleum plc
Harry Baker, Chief Executive Tel: 020 7071
6984
SP Angel
Corporate Finance LLP (Nominated Adviser and
Broker)
Stuart Gledhill / Richard Hail / Adam Cowl Tel:
020 3470 0470
Tavistock
(Investor Relations)
Simon Hudson / Nick Elwes Tel: 020 7920
3150
Notes:
Borders & Southern Petroleum plc is an oil
& gas company admitted to trading on AIM (BOR). The
Company operates and has a 100% interest in three Production
Licences in the South Falkland Basin covering an area of nearly
10,000 square kilometres. The Company has acquired 2,517 square
kilometres of 3D seismic and has drilled two exploration wells,
making a significant gas condensate discovery with its first
well.
|
1
|
Details of the person discharging managerial
responsibilities / person closely associated
|
|
|
a)
|
Name
|
1) Harry
Dobson
2) Harry
Baker
3) Sean Guest
4) Will
Hodson
|
|
2
|
Reason for the notification
|
|
a)
|
Position/status
|
1) Non-Executive
Chairman
2) CEO
3) Non-Executive
Director
4) Non-Executive
Director
|
|
b)
|
Initial notification
/Amendment
|
Initial Notification
|
|
3
|
Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
|
|
a)
|
Name
|
Borders & Southern Petroleum
plc
|
|
b)
|
LEI
|
2138003IZDI5FDRT6348
|
|
4
|
Details of the transaction(s): section to be repeated for (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 financial
instrument, type of instrument
|
Ordinary Shares of 1 pence
each
|
|
|
|
|
Identification code
|
ISIN: GB00B08F4599
|
|
|
|
|
b)
|
Nature of the transaction
|
Participating in
Fundraising
|
|
c)
|
Price(s) and volume(s)
|
|
|
|
|
|
|
|
Price(s)
|
Volume(s)
|
|
|
|
|
1.5p
1.5p
1.5p
1.5p
|
28,000,000
3,333,333
1,666,667
666,667
|
|
|
|
|
|
|
|
|
d)
|
Aggregated information
|
|
|
|
|
|
- Aggregated volume
|
N/A - Single transaction
|
|
|
|
|
- Price
|
|
|
|
|
|
e)
|
Date of the transaction
|
2 October 2024
|
|
f)
|
Place of the transaction
|
London Stock Exchange, AIM
|
|
|
|
|
|
|
|
| |
