REG - AIM - Schedule One update - Longboat Energy Plc

DNO ASAAnnouncement

11/08/2021 11:35

RNS Number : 3043I
  
AIM
  
11 August 2021
  
 

 
 



ANNOUNCEMENT TO BE MADE BY THE AIM APPLICANT PRIOR TO ADMISSION IN ACCORDANCE WITH RULE 2 OF THE AIM RULES FOR COMPANIES ("AIM RULES")










COMPANY NAME:




Longboat Energy plc
 




COMPANY REGISTERED OFFICE ADDRESS AND IF DIFFERENT, COMPANY TRADING ADDRESS (INCLUDING POSTCODES) :




5th Floor
One New Change
London EC4M 9AF
United Kingdom
 




COUNTRY OF INCORPORATION:




England and Wales
 




COMPANY WEBSITE ADDRESS CONTAINING ALL INFORMATION REQUIRED BY AIM RULE 26:




www.longboatenergy.com 
 




COMPANY BUSINESS (INCLUDING MAIN COUNTRY OF OPERATION) OR, IN THE CASE OF AN INVESTING COMPANY, DETAILS OF ITS INVESTING POLICY).  IF THE ADMISSION IS SOUGHT AS A RESULT OF A REVERSE TAKE-OVER UNDER RULE 14, THIS SHOULD BE STATED:




Longboat Energy was established in mid-2019 by the former Faroe Petroleum management team to create a new mid cap independent oil and gas company. The Company is currently an "investing company" for the purposes of the AIM Rules for Companies. The Company's ordinary shares were admitted to trading on AIM on 28 November 2019. The investment objective of Longboat Energy is to create a full-cycle North Sea E&P company in order to deliver value to investors.
 
Longboat has secured three bilateral transactions to acquire a significant, near term, low risk exploration drilling programme in the Norwegian Continental Shelf. These agreements will provide Longboat Energy with a working interest in up to seven near term exploration wells. 
 
The farm-in agreements will constitute a reverse takeover for the purpose of Rule 14 of the AIM Rules. Following completion of the farm-in agreements and subsequent re-admission to AIM, the Company will no longer be deemed to be an investing company.
 




DETAILS OF SECURITIES TO BE ADMITTED INCLUDING ANY RESTRICTIONS AS TO TRANSFER OF THE SECURITIES (i.e. where known, number and type of shares, nominal value and issue price to which it seeks admission and the number and type to be held as treasury shares):




Number of securities to be admitted: 56,666,666
Type and nominal value of securities: Ordinary shares of £0.01 nominal value 
Shares to be held in treasury: None 
 
1,953,334 shares are subject to lock-ins for 12 months from the date of Re Admission, pursuant to AIM rule 7 of the AIM Rules for Companies
 




CAPITAL TO BE RAISED ON ADMISSION (AND/OR SECONDARY OFFERING) AND ANTICIPATED MARKET CAPITALISATION ON ADMISSION:




Capital raised on Admission: £35 million by way of a placing and subscription for Ordinary shares of £0.01 was raised before Re-Admission. The placing and subscription shares were admitted to trading on 30 June at which point the funds were raised. The fundraising proceeds will be used to complete the farm-ins and fund future related capital activities but are not conditional on the completion of the farm-ins.
 
The market capitalisation of the Company on Admission is expected to be equal to approximately £40 million.
 




PERCENTAGE OF AIM SECURITIES NOT IN PUBLIC HANDS AT ADMISSION:




18.82%
 




DETAILS OF ANY OTHER EXCHANGE OR TRADING PLATFORM TO WHICH THE AIM SECURITIES (OR OTHER SECURITIES OF THE COMPANY) ARE OR WILL BE ADMITTED OR TRADED:




None.
 




FULL NAMES AND FUNCTIONS OF DIRECTORS AND PROPOSED DIRECTORS (underlining the first name by which each is known or including any other name by which each is known):




Helge Ansgar Hammer - Chief Executive Officer
 
Jonathan ("Jon") Robert Cooper - Chief Financial Officer
 
Nicholas ("Nick") Andrew Ingrassia - Corporate Development Director 
 
Graham Duncan Stewart - Non-Executive Chairman 
 
Brent Cheshire - Senior Independent Non-Executive Director  
 
Jorunn Johanne Saetre - Independent Non-Executive Director 
 
Katherine Louise Margiad Roe - Independent Non-Executive Director
 




FULL NAMES AND HOLDINGS OF SIGNIFICANT SHAREHOLDERS EXPRESSED AS A PERCENTAGE OF THE ISSUED SHARE CAPITAL, BEFORE AND AFTER ADMISSION (underlining the first name by which each is known or including any other name by which each is known):




 







Before Admission


After Admission




Blackrock Investment Management


13.8%


14.8%




Fidelity International


10.0%


9.8%




AXA Framlington Investment Managers


5.0%


9.2%




SVM Asset Management


5.0%


7.4%




Janus Henderson


N/A


5.3%




Smith & Williamson Investment Management


N/A


4.7%




Chelverton Asset Management Limited


N/A


4.7%




Canaccord Genuity Wealth Management


10.0%


4.1%




Pentwater Capital Management


4.50%


<3%




Stonehage Fleming


3.50%


<3%




Helge Hammer1


3.00%


<3%



 
1.     Helge Hammer shares held indirectly via Hammer Investering AS
 




NAMES OF ALL PERSONS TO BE DISCLOSED IN ACCORDANCE WITH SCHEDULE 2, PARAGRAPH (H) OF THE AIM RULES:




None.
 




(i)         ANTICIPATED ACCOUNTING REFERENCE DATE 
(ii)        DATE TO WHICH THE MAIN FINANCIAL INFORMATION IN THE ADMISSION DOCUMENT HAS BEEN PREPARED (this may be represented by unaudited interim financial information)
(iii)       DATES BY WHICH IT MUST PUBLISH ITS FIRST THREE REPORTS PURSUANT TO AIM RULES 18 AND 19:




 
i)          31 December
ii)         31 December 2020
iii)         30 September 2021, 30 June 2022, 30 September 2022 
 




EXPECTED ADMISSION DATE:




 
Early September 2021
 




NAME AND ADDRESS OF NOMINATED ADVISER:




 
Stifel Nicolaus Europe Limited
150 Cheapside
London
EC2V 6ET
 




NAME AND ADDRESS OF BROKER:




 
Stifel Nicolaus Europe Limited
150 Cheapside
London
EC2V 6ET
 




OTHER THAN IN THE CASE OF A QUOTED APPLICANT, DETAILS OF WHERE (POSTAL OR INTERNET ADDRESS) THE ADMISSION DOCUMENT WILL BE AVAILABLE FROM, WITH A STATEMENT THAT THIS WILL CONTAIN FULL DETAILS ABOUT THE APPLICANT AND THE ADMISSION OF ITS SECURITIES:




The admission document, which will contain full details about the Company and Admission, will be available free of charge at the registered office address of the Company during normal business hours on any day (except Saturdays, Sundays and public holidays) for a period of one month from the date of Admission.  The admission document will also be available for download from the Company's website at www.longboatenergy.com.
 




THE CORPORATE GOVERNANCE CODE THE APPLICANT HAS DECIDED TO APPLY




QCA Corporate Governance Code
 




DATE OF NOTIFICATION:




11 August 2021
 




NEW/ UPDATE:




Update



 

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