REG - Lansdowne Oil & Gas - Corporate Update

Lansdowne Oil & GasAnnouncement

28/06/2024 07:00

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RNS Number : 2448U  Lansdowne Oil & Gas plc  28 June 2024

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the retained EU law version
of the Market Abuse Regulations (EU) No. 596/2014 ("MAR"). Upon the
publication of this announcement via Regulatory Information Service ("RIS"),
this inside information is now considered to be in the public domain. If you
have any queries on this, then please contact Steve Boldy, the Chief Executive
Officer of the Company (responsible for arranging release of this
announcement).

 

 

28 June 2024

Lansdowne Oil & Gas plc

("Lansdowne" or the "Company")

 

Corporate Update

 

·    Corporate position

o  Company's Shares Suspended from Trading on AIM on 21 March 2024

o  A number of potential assets being screened for acquisition which would
constitute a reverse takeover under Rule 14 of the AIM Rules for Companies

·    Energy Charter Treaty ("ECT") claim against Ireland

o  Discussions continuing with several potential third- party litigation
funders

·    Finance

o  Action taken to further reduce overhead costs

o  Additional funds required for second half of 2024

o  LC Capital has confirmed further extension of its Loan

 

 

Corporate Update

On 20 September 2023, Lansdowne announced that, under AIM Rule 15, the Company
had been designated to be a cash shell.  Accordingly, the shares of the
Company were suspended from trading on AIM as at 07.30 am on 21 March 2024
("Suspension").

Trading will remain suspended until the completion of a reverse takeover,
which requires the publication of an admission document and the approval of
such a transaction at a General Meeting of the Company, or the Company is
readmitted to trading on AIM as an investing company.

If no such transaction is completed within six months of the date of
Suspension, the Company's shares would be cancelled from trading on AIM
pursuant to AIM Rule 41.

The Company is actively reviewing a number of potential asset acquisitions and
will provide further updates as appropriate. There can be no assurance that
the Company will be able to complete a reverse takeover during the six-month
suspension period.

ECT Claim against Ireland

The Company is focused upon progressing its Energy Charter Treaty claim ("ECT
Claim") against Ireland following the refusal to award a Lease Undertaking for
the Barryroe oil and gas field ("Barryroe").

It should be cautioned that there is no guarantee that the Claimants will be
successful in the ECT Claim. In the event the Barryroe licence is reinstated,
potentially leading to the ECT Claim being subsequently withdrawn, the 20 per
cent. economic interest in Barryroe will remain with the Company.

Finance

A number of additional actions have been taken to further reduce overhead
costs.

Furthermore, to limit costs, the auditing of the 2023 accounts and production
of the 2023 Annual Report, will not be undertaken prior to the 30 June 2024
reporting date.

Instead, it is intended to carry out the audit alongside the provision of
financial details that will be required as part of the expected Reverse Take
Over process to bring a new asset into the Company.  In addition, the
provision of Audit services is in the process of being moved from KPMG Ireland
to PKF Littlejohn in London.

The implementation of various cost cutting measures since the start of 2024
has reduced the corporate overhead cost from c.£400,000 per annum to c.
£.250,000 per annum.

The Company last raised funds in late 2023 and in its announcement of 7
December 2023 noted that these funds were expected to meet the Company's
working capital requirements through to the end of June 2024, accordingly
additional funds will be required for the second half of 2024 and in order to
progress the RTO opportunities noted above. Plans for a fund -raise are well
advanced and a further announcement will be made in due course.

LC Loan Agreement Extension

In parallel with this, LC Capital Master Fund has confirmed its consent to a
further 6 month extension of their loan, previously falling due on 30 June
2024 (the "Extension"). The loan is being extended in accordance with its
existing terms, through to 31 December 2024.

 

Related Party Transaction

As LC Capital Master Fund is a substantial shareholder in the Company as
defined under the AIM Rules for Companies (the "AIM Rules"), it is considered
to be a Related Party of the Company as defined under the AIM Rules and the
Extension is considered to be a Related Party Transaction pursuant to Rule 13
of the AIM Rules.

The Directors of the Company independent from the Extension, being the full
Board, consider, having consulted with the Company's Nominated Adviser, SP
Angel Corporate Finance LLP, that the proposed terms of the Extension are fair
and reasonable insofar as the Company's Shareholders are concerned.

Steve Boldy, CEO of Lansdowne, commented:

'Whilst our focus remains to vigorously pursue financing options for our ECT
claim against Ireland, we have also turned our attention to potential new
venture assets to bring into the Company to provide value and growth
opportunities for shareholders while preserving the listing on AIM.

We watched with interest the recent election results in Ireland and the
significant progress of the new Independent Ireland Party, which supports the
development of the Barryroe Field.

It has also been very interesting to see developments in New Zealand, where
the ban on oil and gas drilling introduced in 2018 has recently been reversed,
following concerns about rising energy costs and potential black-outs.

We believe there are important lessons here for Ireland and that the
development of the Barryroe Field would provide secure, indigenous sources of
both oil and gas that will still be required for decades to come."

 

For further information please contact:

 Lansdowne Oil & Gas plc             +353 1 963 1760
 Steve Boldy

 SP Angel Corporate Finance LLP      +44 (0) 20 3470 0470
 Nominated Adviser and Joint Broker
 Stuart Gledhill
 Richard Hail

 Tavira Financial Limited            +44 (0) 20 3192 1739
 Joint Broker
 Oliver Stansfield

 

 

Notes to editors:

About Lansdowne

Lansdowne Oil & Gas (LOGP.LN) is an oil and gas exploration and appraisal
company focused on the North Celtic Sea and quoted on the AIM market and head
quartered in Dublin.

In May 2023 the application for a Lease Undertaking for the Barryroe Field, in
which Lansdowne held a 20% interest, was refused by the Irish Department of
the Environment, Climate and Communications.

In June 2023 Lansdowne announced the commencement of action under the
Arbitration Process of the Energy Charter Treaty.

Since 20 September 2023, Lansdowne has been designated a "Cash-Shell" under
AIM Rule 15.

On 21 March 2024 Lansdowne was suspended on AIM.

For more information on Lansdowne, please refer to www.lansdowneoilandgas.com
(http://www.lansdowneoilandgas.com) .

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