REG - Barclays Bank PLC Harbour Energy PLC - Pricing of accelerated placing in Harbour Energy

Harbour EnergyAnnouncement

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RNS Number : 1294W  Barclays Bank PLC  10 March 2026

11 March 2026

Not for release, publication or distribution, in whole or in part, directly or
indirectly, in or into the United States, Australia, Canada, Japan or South
Africa or in any other jurisdiction in which the release, publication or
distribution would be unlawful or require registration.

This announcement does not constitute an offer to sell or the solicitation of
an offer to purchase the securities described herein, nor shall there be any
sale of the securities referred to herein in or into any jurisdiction where
such offer, solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.

 

Results of secondary placing of ordinary shares in Harbour Energy PLC
("Harbour" or the "Company")

Potomac View Investments, L.P. (the "Seller"), an entity managed by EIG
Management Company, LLC ("EIG"), announces that it has completed the secondary
placing of 60,000,000 ordinary shares in Harbour (the "Placing Shares") to
institutional investors by way of an accelerated bookbuild process (the
"Placing"). The Placing Shares represent approximately 3.8% of the issued
share capital of the Company and were placed at a price of 255 pence per
share.

Following settlement of the Placing, the Seller's shareholding in the Company
will be approximately 3.5% of the issued share capital of the Company. The
Seller has undertaken to the Sole Global Co-ordinator (as defined below) not
to sell further shares in the Company for the period of 90 calendar days
following the completion of the Placing, which will be subject to certain
customary exceptions and may be waived with the consent of the Sole Global
Co-ordinator.

Gross proceeds from the Placing amount to approximately £153 million.

Barclays Bank PLC acted as Sole Global Co-ordinator and Sole Bookrunner on the
Placing (the "Sole Global Co-ordinator").

 

Enquires:

Barclays
   +44 (0)207623 2323

Sole Global Co-ordinator and Sole Bookrunner

Mike Powell

Dominic Harper

Casey Bandman

 

Important notices

This announcement is not for distribution, directly or indirectly, in or into
the United States (including its territories and possessions, any state of the
United States and the District of Columbia, the "United States"), Australia,
Canada, Japan or South Africa or any other jurisdiction in which the
distribution or announcement would be unlawful. The distribution of this
announcement and the offer and sale of the shares in certain jurisdictions may
be restricted by law and persons into whose possession this announcement or
other information referred to herein comes should inform themselves about and
observe any such restriction. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such jurisdiction.

The Placing Shares are not being offered to the public in any jurisdiction and
may not be offered to the public in any jurisdiction in circumstances which
would require the preparation or registration of any prospectus or offering
document relating to the shares in such jurisdiction. This announcement is not
a prospectus and does not constitute or form part of any offer or solicitation
to purchase or subscribe for securities in the United States, Canada, South
Africa, Australia or Japan or any other jurisdiction in which such offers or
sales are unlawful. No action has been taken by the Seller, the Sole Global
Co-ordinator or any of its affiliates to permit a public offering of the
shares or possession or distribution of this announcement in any jurisdiction
where action for that purpose is required. Persons into whose possession this
announcement comes are required to inform themselves about and to observe any
such restrictions.

 

The securities referred to herein have not been, and will not be, registered
under the U.S. Securities Act of 1933, as amended (the "U.S. Securities
Act"), or under the securities laws of any state of the United States, and
may not be offered or sold, directly or indirectly, in the United States
except pursuant to an available exemption from, or in a transaction not
subject to, the registration requirements of the U.S. Securities Act and the
securities laws of any state or other jurisdiction of the United
States. There will be no public offer of securities in the United States or
elsewhere.

 

In member states of the European Economic Area (the "EEA"), this announcement
and any offer if made subsequently is directed exclusively at persons who are
"qualified investors" within the meaning of article 2(e) of the Prospectus
Regulation (Regulation (EU) 2017/1129) ("Qualified Investors").

 

In the United Kingdom, this announcement and any offer if made subsequently is
directed exclusively at persons who are "qualified investors" as defined in
paragraph 15 of Schedule 1 to the Public Offers and Admissions to Trading
Regulations 2024, and: (i) who have professional experience in matters
relating to investments falling within Article 19(5) of the Financial Services
and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the
"Order") or (ii) who fall within Article 49(2)(a) to (d) of the Order, or
(iii) to whom it may otherwise lawfully be communicated (all such persons
together with Qualified Investors in the EEA being referred to herein as
"Relevant Persons"). This announcement is directed only at Relevant Persons
and must not be acted on or relied on by persons who are not Relevant Persons.
Any investment or investment activity to which this announcement relates is
available only to Relevant Persons and will be engaged in only with Relevant
Persons.

 

This announcement includes statements that are, or may be deemed to be,
forward-looking statements. These forward-looking statements may be identified
by the use of forward-looking terminology, including the terms "intends",
"expects", "will", or "may", or, in each case, their negative or other
variations or comparable terminology, or by discussions of strategy, plans,
objectives, goals, future events or intentions. These forward-looking
statements include all matters that are not historical facts. No assurances
can be given that the forward-looking statements in this announcement will be
realised. As a result, no undue reliance should be placed on these
forward-looking statements as a prediction of actual results or otherwise.

 

In connection with the Placing, the Sole Global Co-ordinator and any of its
affiliates may take up a portion of the Placing Shares as a principal position
and in that capacity may retain, purchase, sell, offer to sell for its own
account such shares and other securities of the Company or related investments
in connection with the Placing or otherwise. Accordingly, references in this
announcement to the Placing Shares being sold, offered, subscribed, acquired,
placed or otherwise dealt in should be read as including any issue or offer
to, or subscription, acquisition, placing or dealing by, the Sole Global
Co-ordinator and any of its affiliates acting in such capacity. In addition,
the Sole Global Co-ordinator and any of its affiliates may have entered or may
enter into financing arrangements (including swaps or contracts for
differences) with investors in connection with which the Sole Global
Co-ordinator and any of its affiliates may from time to time acquire, hold or
dispose of shares in the Company. The Sole Global Co-ordinator does not intend
to disclose the extent of any such investment or transactions otherwise than
in accordance with any legal or regulatory obligations to do so.

 

Any communications that a transaction is or that the book is "covered" (i.e.
indicated demand from investors in the book equals or exceeds the amount of
the securities being offered) are not any indications or assurances that the
book will remain covered or that the transaction and securities will be fully
distributed by the Sole Global Co-ordinator.

 

Neither the Sole Global Co-ordinator or any of its affiliates or its or its
affiliates' directors, officers, employees, advisers or agents, accepts any
responsibility or liability whatsoever for or makes any representation or
warranty, express or implied, as to the truth, accuracy or completeness of the
information in this announcement (or whether any information has been omitted
from the announcement) whether written, oral or in a visual or electronic
form, and howsoever transmitted or made available or for any loss howsoever
arising from any use of this announcement or its contents or otherwise arising
in connection therewith. No prospectus or offering document has been or will
be prepared in connection with this secondary offering. Any investment
decision to buy securities in the secondary offering must be made solely on
the basis of publicly available information. Such information is not the
responsibility of, and has not been independently verified by, any of the
Seller, the Sole Global Co-ordinator or any of its affiliates.

 

The Sole Global Co-ordinator is acting on behalf of the Seller and no one
else in connection with the Placing and will not be responsible to any other
person for providing the protections afforded to any of its clients or for
providing advice in relation to the Placing.

 

Barclays Bank PLC, which is authorised by the Prudential Regulation Authority
("PRA") and regulated by the Financial Conduct Authority and the PRA, is
acting on behalf of the Seller only in connection with the Placing and no one
else, and will not be responsible to anyone other than the Seller for
providing the protections offered to clients of Barclays Bank PLC, nor for
providing advice in relation to the Placing Shares or the Placing.

 

 

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