REG - Block Energy PLC - Loan Facility & Related Party Transactions

Block EnergyAnnouncement

29/01/2026 07:00

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RNS Number : 8135Q  Block Energy PLC  29 January 2026

29 January 2026

 

Block Energy plc

("Block" or the "Company")

Secured Loan Facility & Related Party Transactions

 

Block Energy plc, the production and development company focused on Georgia,
announces an extension to the Term of its existing $2.0 million senior secured
loan facility (the "Loan" or the "Loan Facility").

Loan Facility:

The Loan Facility was originally announced in February 2023 and upsized to
$2.0 million in May 2023. The original 18-month Term was extended by a further
18 months in July 2024 to February 2026.

The Loan Facility has now been extended for a further 18 months to 2 August
2027 on materially the same terms.

The extension provides the Company with continued balance sheet flexibility to
support its working capital position as it continues to develop its
high-impact strategic initiatives, including Projects III and IV and the CCS
project.

Warrants

In connection with the extension, each lender will receive warrants ("New
Warrants") exercisable at any point up until 2 February 2029.The exercise
price of each warrant is 1.20 pence per ordinary share being the closing bid
price on 28 January 2026. The number of New Warrants to be issued to each
lender shall correspond to an exercise value equal to 50% of their respective
loan commitment under the Loan Facility. Accordingly, the total number of New
Warrants to be issued pursuant to this extension is 60,386,474.

The 44,682,643 warrants issued in connection with the February 2023 and May
2023 first and second tranches of the Loan (with exercise prices of 1.7p and
1.92p per share) will expire on 2 February 2026.

No fees or commissions were paid by the Company in connection with the
extension of the Loan.

Related Party Transactions

Paul Haywood, Chief Executive Officer, has previously lent $115,000 to the
Company under the Loan Facility (as announced February 2023). Fergus Robson,
who was until November 2025 a director of various subsidiaries of the Company
has previously lent $20,000 under the Loan Facility.

As a result of the amended Loan agreement, Paul Haywood will receive 3,472,222
New Warrants and Fergus Robson 603,865 New Warrants.

The Independent Directors (being Jeremy Asher and Philip Dimmock), having
consulted with SPARK Advisory Partners Limited, the Company's nominated
adviser, consider the terms of the amended Loan Facility, insofar as it
relates to the participation of the related parties, to be fair and reasonable
as far as shareholders are concerned.

Exercise of Options

The Company also announces that 4,096,347 ordinary shares of £0.01 each
("Ordinary Shares") have been allotted to a former employee, following an
exercise of nil-cost share options granted under the Capital Structure
Simplification as set out in the RNS dated 14 November 2025.

Application will be made for the admission to trading on AIM ("Admission") for
the 4,096,347 new Ordinary Shares, which will rank pari passu in all
respects with the Company's existing ordinary shares. Admission is expected to
occur at 8.00 a.m. on or around 3 February 2026.

Total Voting Rights

Following Admission, the Company's issued share capital will comprise
1,015,743,839 ordinary shares, each carrying one voting right. The Company
does not hold any shares in Treasury, therefore the total number of voting
rights in the Company is 1,015,743,839.

This figure may be used by shareholders as the denominator for the
calculations by which they may determine whether 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.

Commenting, Phil Dimmock, Chairman of Block Energy plc, said:

"We are pleased with the continued support the Lenders have shown the Company
as it works towards several major milestones, including advancing the Project
III farm-out and continued development of the CCS project. The extension
provides additional financial flexibility as we remain focused on delivering
sustainable growth and long-term value for our shareholders."

ENDS

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS STIPULATED UNDER
THE UK VERSION OF THE MARKET ABUSE REGULATION NO 596/2014 WHICH IS PART OF
ENGLISH LAW BY VIRTUE OF THE EUROPEAN (WITHDRAWAL) ACT 2018, AS AMENDED.  ON
PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS
INFORMATION IS CONSIDERED TO BE IN THE PUBLIC DOMAIN.

 

For further information please visit http://www.blockenergy.co.uk/
(http://www.blockenergy.co.uk/)  or contact:

 Paul Haywood                Block Energy plc                                                                                               Tel: +44 (0)20 3468 9891

 (Chief Executive Officer)

 Neil Baldwin                Spark Advisory Partners Limited                                                                                Tel: +44 (0)20 3368 3554

 (Nominated Adviser)
 Peter Krens                 Tennyson Securities                                                                                            Tel: +44 (0)20 7186 9030

 (Corporate Broker)
 Mark Antelme                Celicourt Communications                                                                                       Tel: +44 (0)20 7770 6424

 Philip Dennis

 Kathleen Beams

 (Financial PR Adviser)

Notes to editors

Block Energy plc is an AIM quoted independent oil and gas production and
development company with a strategic focus on unlocking the energy potential
of Georgia. With interests in seven Production Sharing Contracts in central
Georgia, covering an area of 4,256 km(2), including the XIB licence which has
over 2.77TCF of 2C contingent gas resources, with an estimated Net Present
Value 10 ("NPV") of USD 1.65 billion, in the Patardzueli-Samgori, Rustavi and
Teleti fields. (Source: IER, OPC 2024 & Internal estimates).

The Company has structured its operations around a four-project strategy,
progressed predominantly through partner funding alongside cash flow from
existing producing assets. These projects, characterized by development stage,
hydrocarbon type, and reservoir, are pursued concurrently to achieve multiple
objectives. This includes increasing existing production, redeveloping fields,
discovering new oil and gas deposits, and capitalizing on the substantial, yet
untapped, gas resource across its licences. The goal is to deliver on multi
TCF gas assets, strategically well located for the key EU market, supported by
partner funding and cash from existing producing assets.

Located near the Georgian capital of Tbilisi, Block Energy is well-positioned
to contribute significantly to the region's energy landscape. This proximity
facilitates seamless operations and underscores our commitment to the economic
and energy development of Georgia.

Notification and public disclosure of transactions by persons discharging
managerial responsibilities ("PDMRs") and persons closely associated ("PCA")
with them.

 

 1   Details  of  the  person  discharging  managerial  responsibilities  /  person  closely
     associated
 a)  Name                                                              Paul Haywood
 2   Reason for notification
 a)  Position / status                                                 CEO
 b)  Initial notification                                              Initial notification

     /Amendment
 3   Details of the issuer,  emission allowance market participant, auction platform,
     auctioneer or auction monitor
 a)  Name                                                              Block Energy plc
 b)  LEI                                                               213800E2J8QA1J6KN415
 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       Issue of warrants to acquire ordinary shares in Block Energy plc

     Identification code                                               ISIN GB00BF3TBT48
 b)  Nature of the transaction                                         Grant of New Warrants in relation to amendment to Loan Facility agreement
 c)  Price(s) and volumes(s)

Price(s)  Volumes
                                                                       1.2p      3,472,222
 d)  Aggregated information                                            n/a
 e)  Date of the transaction                                           29 January 2026
 f)  Place of the transaction                                          Outside a trading venue

d)

Aggregated information

n/a

e)

Date of the transaction

29 January 2026

f)

Place of the transaction

Outside a trading venue

 

 

 

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