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RNS Number : 0473N Nostra Terra Oil & Gas Company PLC 21 November 2024
Nostra Terra Oil and Gas Company Plc
("Nostra Terra", "NTOG" or "the Company")
21 November 2024
£500,000 Fundraise aimed at increasing production and cash flow at 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 2,173,913,042 new ordinary shares (the "Fundraise Shares") at a
price of 0.023p per share (the "Placing Price") (the "Fundraise").
The Company has embarked on a major workover and development programme at its
principal producing asset at Pine Mills. It has successfully delivered on the
1(st) phase of the workover programme during September and October 2024 which
increased oil production by 30 bopd above that in August 2024. Net proceeds
from this Fundraise will be used to accelerate the planned 2(nd) phase
workover programme on 4 additional wells to deliver further potential
significant increases in production and cash flow in the near term.
Paul Welch, Nostra Terra's Chief Executive Officer, said:
"Today's fundraise is an important next step in the rebuilding of NTOG as it
enables us to accelerate the 2(nd) phase workover program in Pine Mills
following on immediately after the very successful 1(st) phase and so deliver
further potential significant increases in production, improved net backs and
increased cash flow, all the more quickly. I would like to thank those
shareholders and new institutional investors who supported the fundraise, and
I look forward to updating everyone on our operational progress over the
coming months."
Application for Admission and Total Voting Rights
An application will be made to the London Stock Exchange for the 2,173,913,042
Fundraise Shares to be admitted to trading on AIM ("Admission"). It is
expected that Admission will become effective on or around 27 November 2024.
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
4,775,433,574 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.
Director participation
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 £7,900 34,347,826 51,014,493 1.07%
Dr Stephen Staley £5,000 21,739,130 46,572,464 0.98%
Jim Newman £15,800 68,695,652 323,695,652* 6.78%
*including 255,000,000 existing ordinary shares held by Dos Hermanos
International, LLC, of which Mr Newman is a principal.
The subscription by the Directors in the Fundraise, as outlined above and when
aggregated with past subscriptions in the last 12 months, are related party
transactions under the AIM Rules for Companies. Accordingly, John Stafford,
the independent director, having consulted with the Company's nominated
adviser, SP Angel Corporate Finance LLP, considers the terms of the
Director's Subscription to be fair and reasonable insofar as 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) Dr Stephen Staley
3) Jim Newman
2 Reason for the notification
a) Position/status 1) Chief Executive Officer
2) Non-Executive Chairman
3) 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
GB00BZ76F335
b) Nature of the transaction Fundraise of ordinary shares
c) Price(s) and volume(s) PDMR Price No. of shares
Paul Welch £0.00023 34,347,826
Stephen Staley £0.00023 21,739,130
Jim Newman £0.00023 68,695,652
d) Aggregated information N/A, single transaction
- Aggregated volume
- Price
e) Date of the transaction 21 November 2024
f) Place of the transaction Outside a trading venue
d)
Aggregated information
- Aggregated volume
- Price
N/A, single transaction
e)
Date of the transaction
21 November 2024
f)
Place of the transaction
Outside a trading venue
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