TIDMZEN
RNS Number : 0918D
Zenith Energy Ltd
25 June 2021
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES
OF REGULATION 11 OF THE MARKET ABUSE (AMENDMENT) (EU EXIT)
REGULATIONS 2019/310.
June 25, 2021
ZENITH ENERGY LTD.
("Zenith" or the "Company")
Extension of SPA longstop date for acquisition from KUFPEC,
Eurobond coupon payments and new appointments to Advisory
Committee
Zenith Energy Ltd. ("Zenith" or the "Company") (LSE: ZEN; OSE:
ZENA), the listed international oil & gas production company
focused on pursuing African development opportunities, is pleased
to announce that its wholly owned subsidiary Zenith Energy
Netherlands B.V. ("Zenith Netherlands") has signed an extension
agreement of the longstop date (the "Extension") in respect of the
conditional sale and purchase agreement ("SPA") it signed with
KUFPEC (Tunisia) Limited ("KUFPEC"), a 100% subsidiary of Kuwait
Foreign Petroleum Exploration Company K.S.C.C, a subsidiary of the
State of Kuwait's national oil company, for a participation in,
inter alia, the North Kairouan permit and the Sidi El Kilani
Concession ("SLK") (the "Tunisian Acquisition"). For reference,
signing of the SPA was announced to the market on April 20,
2020.
KUFPEC holds an undivided 22.5% interest in the Tunisian
Acquisition, together with 25 Class B shares in Compagnie
Tuniso-Koweito-Chinoise de Pétrole (CTKCP), the operator,
representing 25% of the issued share capital of the company.
Completion of the SPA remains conditional on a favourable
opinion being granted by the Comité Consultatif des Hydrocarbures
("CCH") of the Republic of Tunisia and the approval of the Tunisian
State represented by the Ministry of Industry and Energy in respect
of the transfer of KUFPEC's right, title and interest in and under
the SLK Concession to Zenith Netherlands ("Completion").
The new longstop date for Completion of the SPA is October 31,
2021.
Eurobond coupon payments
Zenith is pleased to report t hat it has recently made coupon
payments, in full and on time, in relation to the following bonds
(the "Eurobond") the Company has issued:
-- Zenith Energy Ltd 8% Dec 2021 AT0000A23S79
This is the Company's final payment in respect of the Eurobond
prior to maturity in December 2021.
New appointments to Advisory Committee
The Company is pleased to announce the appointment of Messieurs
Jacky Fleschen and Mohamed Bouleymen to its Advisory Committee.
Mr Fleschen is a civil engineer with a degree from the École
Spéciale des Travaux Publics, du bâtiment et de l'industrie (ESTP
Paris).
He has 40 years' experience in major transactions, specifically
in the construction and infrastructure sector, with responsibility
for the signing of contracts for a value in excess of 10 billion
US$, and has advised companies including Alston, Groupe ADP,
Siemens, Sinopec and China Power.
He has formerly served as Director of KAIC (Kuwaiti Algerian
Investment Company SA) FLAVELAB SA in France, and Aston SA in
Luxembourg. He is a French citizen based in Dubai.
Mr Bouleymen is a former Mayor of Tunis, the capital city of the
Republic of Tunisia, having served for two terms (1986-1988 and
1990-2000), during which time he was awarded the UNESCO (United
Nations Educational, Scientific and Cultural Organization) award
for the best managed Arab city.
Since his mayoral tenure, he has held a number of positions
including serving as President and Director of SITEP (Société
Italo-Tunisienne d'Exploitation Pétrolière), a company that
operates the El Borma oilfield in Tunisia, one of the most
productive oilfields in the country, and is jointly owned by
Italian oil major ENI and the State of Tunisia.
Debt Settlement by way of common shares held in treasury
The Company has settled a liability by providing a total of
8,400,000 common shares held in treasury to a creditor wishing to
be paid in equity ("Debt Settlement Shares") at a price of NOK 0.12
(equivalent to approximately GBP0.0124).
An application for the Debt Settlement Shares to be listed on
the standard segment of the FCA Official List and to be admitted
for trading on the London Stock Exchange Main Market for listed
securities will be made within 12 months of the issue date.
Total Voting Rights
The Company wishes to announce, in accordance with the Financial
Conduct Authority's Disclosure Guidance and Transparency Rules and
section 3.10 of the Euronext Growth Oslo Rule Book Part II, the
following revised information resulting from the debt settlement.
As a result, no common shares are held in treasury by the
Company.
Class of share Total number Number Total number
of shares of voting of voting rights
rights per class of
per share share
Common Shares in issue
and admitted to trading
on the Main Market of
the London Stock Exchange 313,400,824 1 313,400,824
--------------- ------------ -------------------
Common Shares in issue
and admitted to trading
on the Euronext Growth
Market of the Oslo Børs
- representing the total
outstanding common share
capital of the Company 1,377,289,331 1 1,377,289,331
--------------- ------------ -------------------
Andrea Cattaneo, Chief Executive Officer of Zenith,
commented:
"We are pleased to have agreed an extension with KUFPEC in
respect of the SLK acquisition. The Company is fully committed and
confident in the successful completion of this transaction, whilst
diligently following the approval process in Tunisia.
At the same time, we are delighted to welcome two highly
influential and experienced new advisers to the Zenith team. We are
confident that they will enable Zenith to further enhance its
financial and technical capabilities by leveraging on their
expertise and networks as we continue to implement our ambitious
acquisition campaign in Africa.
Finally, the Company's financial qualities are again confirmed
by the timely payment of the last coupon payment of our 8%
Eurobond, demonstrating our established history as a successful
debt issuer."
Zenith Energy Ltd
Andrea Cattaneo, Chief Executive Officer Tel: +1 (587) 315 9031
-----------------------------
E-mail: info@zenithenergy.ca
-----------------------------
Allenby Capital Limited - Financial Adviser
& Broker
-----------------------------
Nick Harriss Tel: + 44 (0) 203 328
Nick Athanas 5656
-----------------------------
Further Information:
Notes to Editors :
Zenith Energy Ltd. is an international oil and gas production
company, listed on the London Stock Exchange (LSE:ZEN) and the
Euronext Growth Market of the Oslo Stock Exchange (OSE:ZENA).
Zenith's development strategy is to identify and rapidly seize
value-accretive hydrocarbon production opportunities in the oil
& gas sector, specifically in Africa.
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