REG - Angus Energy PLC - Operations update, £3 million Bridge Facility

Angus EnergyAnnouncement

28/03/2023 15:45

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RNS Number : 5136U  Angus Energy PLC  28 March 2023

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
THE MARKET ABUSE REGULATION (EU) 6/2014 AS IT FORMS PART OF UK DOMESTIC LAW BY
VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("MAR"), AND IS DISCLOSED
IN ACCORDANCE WITH THE COMPANY'S OBLIGATIONS UNDER ARTICLE 17 OF MAR.

 

 

28 March 2023

 

Angus Energy Plc

("Angus Energy", "Angus" or the "Company")

Operations Update and £3 million Bridge Facility

Issue of Equity and TVR

 

·    Completion of Well

·    Coiled Tubing now on-site for operations this week, followed by short
testing window before flowing the gas from the SF07V sidetrack in the coming
days

·    Re-iteration of the Company's intention to only raise equity in
relation to acquisitions accretive to the Company and the share price

·    Company has drawn down GBP 3m of debt and currently has no further
cash requirements for Saltfleetby operations

·    Knowe Properties Loan Note of 2020 completes its conversion

 

Angus Energy (AIM: ANGS) is pleased to announce that, in line with the
announcement of 8 March 2023, with the well completed, coiled tubing
operations are taking place this week at Saltfleetby and will be immediately
followed by a short period of well testing before flowing the well directly
into the process facility for export. Accordingly, we now expect first export
during the week of 7 April.

In line with that earlier announcement, and the Company's commitment to
deliver returns to shareholders through the appreciation of the share price
and distributions, the Company will resort to equity finance only to support
accretive acquisitions or projects, Angus is pleased to confirm that it has
now entered into a GBP 3 million junior debt facility (the "Bridge
Facility") to manage costs arising from the extended drilling operations as
well as initial studies around the development of natural gas and hydrogen
storage at Saltfleetby.

The Bridge Facility provided by the Company's 9.91% shareholder Kemexon
Limited, a major commodity trading house, has an initial term of three months,
extendable with the payment of a 3% roll fee for a further three months.  The
Bridge Facility is priced at SONIA + 15% and commits the Company to issue 150
million warrants, struck at the previous placement level of 1.65p/share.

Revenues from the existing operations and the sidetrack are expected to repay
both the senior and junior facilities. The Company has the option to repay the
junior loan in shares at a 25% discount to the 30 day VWAP, subject to a floor
at 1p and this same option is also available to the lender but only in the
event of default.

Furthermore, through a separate agreement, Aleph Commodities Limited ("ACL")
is acting as arranger of the Bridge Facility (together the "Transaction").
 ACL are entitled to an upfront 5% arrangement fee and a further 3% break fee
should the Bridge Facility not be rolled beyond its initial three month
term.  The arrangement fee will be satisfied in shares at the 30 day VWAP of
1.36379 pence prior to the date of issue of the facility; accordingly Angus
will issue and allot 10,998,719 shares in respect of the initial arrangement
fee (the "Fee Shares") following its AGM scheduled for 31 March 2023. The 3%
break fee would be settled in shares at the 30 day VWAP ahead of the repayment
date.

Noting that ACL and its associates are Substantial Shareholders in the
Company, and noting Kemexon Limited's own shareholding, the Transaction is a
Related Party Transaction under AIM Rule 13. Accordingly, the Board, none of
whose members are involved in the Transaction, having consulted with the
Company's nominated adviser, Beaumont Cornish Limited, consider the terms of
the Transaction to be fair and reasonable insofar as shareholders are
concerned. In taking this view the Board has carefully considered these fees
and considers them to be fair and reasonable and comparable with past
offerings by other service providers.

Finally, Knowe Properties Limited ("Knowe") have given notice for the
conversion of the £1.4 million Convertible Loan Noted dated 17 April 2020
plus accrued interest of £52,931 into Ordinary Shares at 1p each.
Accordingly, the Company is issuing 145,293,100 Ordinary Shares ("New Ordinary
Shares") to Knowe which will result in Knowe holding 241,777,556 Ordinary
Shares in the Company representing 6.73% of the issued share capital.  Knowe
have been a strategic shareholder since IPO in 2016 and have stated that they
look forward to remaining such as the Company develops.

 

Admission to trading on AIM

Application will be made to the London Stock Exchange for Admission of the New
Ordinary Shares and Fee Shares (together the "New Shares"). It is expected
that admission will become effective and dealings in the New Ordinary Shares
will commence at 8.00 a.m. on or around 4 April 2023 and on or around 6 April
2023 in respect of the Fee Shares.

Following the issue of the New Shares, the Company will have 3,590,393,701
Ordinary Shares in issue, each share carrying the right to one vote (the
"Enlarged Issued Share Capital. The Company does not hold any Ordinary Shares
in treasury.

Following Admission of the New Shares, the above figure of 3,590,393,701
Ordinary Shares 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 to their interest in, the share capital
of the Company under the Financial Conduct Authority's Disclosure Guidance and
Transparency Rules.

 

George Lucan, Executive Chairman designate, comments:  "This Bridge Facility
demonstrates the strong support for Angus that exists as well as our
commitment to our shareholders to deliver growth and shareholder returns
through share price appreciation and distributions. With the new SF07v well
expected to come online shortly, the Company's financial position is
strengthening and we will be able to access lower costs of funds.

Angus is positioning itself as a global player in the aggregation, production,
and storage of gas and transition fuels. We are grateful for the continued
support of our shareholders, like Kemexon, which demonstrates a clear
institutionalisation of our shareholder base and long-term support for the
company."

 

 

END.

 

Enquiries:

 Angus Energy Plc              www.angusenergy.co.uk (http://www.angusenergy.co.uk/)
 George Lucan                  Tel: +44 (0) 208 899 6380

 Beaumont Cornish (Nomad)      www.beaumontcornish.com (http://www.beaumontcornish.com/)
 James Biddle/ Roland Cornish  Tel: +44 (0) 207 628 3396

 WH Ireland Limited (Broker)
 Katy Mitchell/ Harry Ansell   Tel: +44 (0) 113 394 6600

 Flagstaff PR/IR               angus@flagstaffcomms.com (mailto:angus@flagstaffcomms.com)
 Tim Thompson                  Tel: +44 (0) 207 129 1474
 Fergus Mellon
 Aleph Commodities             info@alephcommodities.com

 

Qualified Person's Statement: Andrew Hollis, the Technical Director of the
Company, who has over 40 years of relevant experience in the oil and gas
industry, has approved the information contained in this announcement. Mr
Hollis is a Fellow of the Geological Society and member of the Society of
Petroleum Engineers.

 

 

Notes

 

About Angus Energy plc

Angus Energy plc is a UK AIM quoted independent onshore Energy Transition
company with a complementary portfolio of clean gas development assets,
onshore geothermal projects, and legacy oil producing fields. Angus is focused
on becoming a leading onshore UK diversified clean energy and energy
infrastructure company.  Angus Energy has a 100% interest in the Saltfleetby
Gas Field (PEDL005), majority owns and operates conventional oil production
fields at Brockham (PL 235) and Lidsey (PL 241) and has a 25% interest in the
Balcombe Licence (PEDL244). Angus Energy operates all fields in which it has
an interest.

 

Important Notices

This announcement contains 'forward-looking statements' concerning the Company
that are subject to risks and uncertainties. Generally, the words 'will',
'may', 'should', 'continue', 'believes', 'targets', 'plans', 'expects',
'aims', 'intends', 'anticipates' or similar expressions or negatives thereof
identify forward-looking statements. These forward-looking statements involve
risks and uncertainties that could cause actual results to differ materially
from those expressed in the forward-looking statements. Many of these risks
and uncertainties relate to factors that are beyond the Company's ability to
control or estimate precisely. The Company cannot give any assurance that such
forward-looking statements will prove to have been correct. The reader is
cautioned not to place undue reliance on these forward-looking statements,
which speak only as of the date of this announcement. The Company does not
undertake any obligation to update or revise publicly any of the
forward-looking statements set out herein, whether as a result of new
information, future events or otherwise, except to the extent legally
required.

 

Nothing contained herein shall be deemed to be a forecast, projection or
estimate of the future financial performance of the Company.

 

 

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