REG - Nostra Terra O&G Co - Completion of £500,000 Fundraise

Nostra Terra Oil and GasAnnouncement

04/03/2025 07:15

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RNS Number : 1833Z  Nostra Terra Oil & Gas Company PLC  04 March 2025

 

 

Nostra Terra Oil and Gas Company Plc

("Nostra Terra", "NTOG" or "the Company")

 

4 March 2025

 

Completion of £500,000 Fundraise

 

Proceeds will enable NTOG to realise further value from Pine Mills

 

Nostra Terra (AIM: NTOG), the international oil & gas exploration and
production company with development and production assets in Texas, USA, is
pleased to announce a successful fundraise supported by institutional
investors, Directors and Management, existing shareholders and new investors.

 

The Company has raised £500,000 (before expenses) through a subscription and
placing of 2,173,913,043 new ordinary shares (the "Fundraise Shares") at a
price of 0.023p per share (the "Placing Price") (the "Fundraise").

 

Paul Welch, Nostra Terra's Chief Executive Officer, said:

 

"I am pleased to announce that we have successfully completed a further
£500,000 fundraise for the progression of our major operational program at
the Pine Mills licence in East Texas. With three of the five workovers now
completed, and production currently averaging ca.90 bopd over the last 5 days,
this additional raise will enable us to finish the workover program, with
production anticipated to reach ca. 110 bopd once this is done. Pine Mills
continues to be a high-margin asset with considerable organic growth potential
and today's funding news enables us to realise further value from the acreage.

 

"In closing, I would like to thank our new and existing shareholders for their
support with this Fundraise. We have ambitious plans for this business, both
organic and inorganic, and we look forward to sharing further updates with all
our stakeholders in due course."

 

Application for Admission and Total Voting Rights

 

An application will be made to the London Stock Exchange for the 2,173,913,043
Fundraise Shares to be admitted to trading on AIM ("Admission"). It is
expected that Admission will become effective on or around 10 March 2025.

 

In accordance with the FCA's Disclosure Guidance and Transparency Rules, the
Company confirms that on issue of the Fundraise Shares and following
Admission, the Company's enlarged issued ordinary share capital will comprise
6,949,346,617 Ordinary Shares.

 

The Company does not hold any Ordinary Shares in Treasury. Therefore,
following Admission, the above figure may be used by shareholders in the
Company as the denominator for the calculations to determine if 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.

 

 

Related Party Transaction

The following Directors of the Company have subscribed for Fundraising Shares
(the "Director's Subscription"):

 

 Director    Subscription amount  Number of Fundraise Shares  Resultant shareholding  Resultant interest in enlarged share capital
 Paul Welch  £15,000              65,217,391                  116,231,884             1.67
 Jim Newman  £5,000               21,739,130                  345,434,782             4.97

 

*including 255,000,000 existing ordinary shares held by Dos Hermanos
International, LLC, of which Mr Newman is a principal.

 

The Director's Subscriptions are related party transactions for the purposes
of AIM Rule 13 of the AIM Rules for Companies. The Director independent of the
Fundraise, being Dr Stephen Staley, considers, having consulted with SP Angel
Corporate Finance LLP, the Company's nominated adviser, that the terms of the
Director's Subscription are fair and reasonable in so far as the Company's
shareholders are concerned.

 

Premier Miton, a substantial shareholder in the Company, has subscribed for
391,304,348 Fundraise Shares in the Fundraise. The participation of Premier
Miton in the Fundraise is also a related party transaction for the purpose of
AIM Rule 13 of the AIM Rules for Companies. The Director independent of the
Fundraise, being Dr Stephen Staley, considers, having consulted with SP Angel
Corporate Finance LLP, the Company's nominated adviser, that the terms of the
Premier Miton's participation is fair and reasonable in so far as the
Company's shareholders are concerned.

 

This announcement contains inside information for the purposes of Article 7 of
the Market Abuse Regulation (EU) No. 596/2014, as it forms part of UK Domestic
Law by virtue of the European Union (Withdrawal) Act 2018. Upon the
publication of this announcement, this inside information is now considered to
be in the public domain.

 

For further information, contact:

 

 Nostra Terra Oil and Gas Company plc         Email:   paul@ntog.co.uk

 Paul Welch, CEO

 SP Angel Corporate Finance LLP               Tel:     +44 (0) 20 3470 0470

 (NOMAD/Broker)

 Stuart Gledhill / Richard Hail / Adam Cowl

 Celicourt Communications                     Tel:     +44 (0) 20 7770 6424

Email:
NTOG@celicourt.uk
 (PR/IR)

 Mark Antelme / Jimmy Lea

 

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING
MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

 

 

 

 

 1    Details of the person discharging managerial responsibilities / person closely
      associated
 a)   Name                                                         1)    Paul Welch

                                                                   2)    Jim Newman
 2    Reason for the notification
 a)   Position/status                                              1)    Chief Executive Officer

                                                                   2)    Non-Executive Director
 b)   Initial notification /Amendment                              Initial notification

 3    Details of the issuer, emission allowance market participant, auction

    platform, auctioneer or auction monitor

 a)   Name                                                          Nostra Terra Oil and Gas Company plc
 b)   LEI                                                          213800JO9A4LO19YJ129

 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   Ordinary shares of £0.0001 each

      Identification code

 b)   Nature of the transaction                                    Fundraise of ordinary shares
 c)   Price(s) and volume(s)                                       PDMR        Price      No. of shares
                                                                   Paul Welch  £0.00023   65,217,391
                                                                   Jim Newman  £0.00023   21,739,130
 d)   Aggregated information                                        N/A, single transaction

      - Aggregated volume

      - Price
 e)   Date of the transaction                                      4 March 2025
 f)   Place of the transaction                                     Outside a trading venue

d)

Aggregated information

- Aggregated volume

- Price

 N/A, single transaction

e)

Date of the transaction

4 March 2025

f)

Place of the transaction

Outside a trading venue

 

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