REG - Predator O&G Hldgs - Placing to Raise £3.3 Million

Predator Oil & Gas HoldingsAnnouncement

17/08/2022 07:00

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RNS Number : 2397W  Predator Oil & Gas Holdings PLC  17 August 2022

FOR IMMEDIATE RELEASE

 17 August 2022

 

               Predator Oil & Gas Holdings Plc / Index:
LSE / Epic: PRD / Sector: Oil & Gas

 
                        LEI 213800L7QXFURBFLDS54

 
          Predator Oil & Gas Holdings Plc

("Predator" or the "Company" and together with its subsidiaries "the Group")

 

Placing to raise £3.3 million

 

             Highlights

 

·    Focus on high impact and high reward drilling onshore Morocco

 

·    Net Best Estimate Contingent gas resources 295 BCF

 

·    Unrisked NPV of US$592 million

 

·    Net High Estimate Contingent gas resources of 708 BCF

 

·    De-risk Contingent gas resources by establishing commerciality for
CNG development

 

Predator Oil & Gas Holdings Plc (PRD), the Jersey-based Oil and Gas
Company with operations in Trinidad, Morocco and Ireland. is pleased to
announce that it has conditionally placed 60,000,000 new ordinary shares of
no par value in the Company (the "Placing Shares") at a placing price
of 5.5 pence each (the "Placing Price") to raise £3,300,000 (before
expenses) (the "Placing").

The Placing was significantly oversubscribed and utilises the Company's
existing headroom shares under the Financial Conduct Authority restrictions
for companies on the Official List (standard listing segment) of the London
Stock Exchange's main market for listed securities.

Novum Securities are acting as sole placing agents to the Company.

Use of Proceeds

The Proceeds of the Placing, less expenses, will be spent entirely on high
impact and high reward drilling to target the Moulouya Fan penetrated in MOU-1
in 2021.

MOU-2 will target the potential reservoir "sweet spot" for which net
Contingent Resources are in the range 295 BCF (Best Estimate) to 708 BCF (high
Estimate) as defined in the independent Competent Persons Report by SLR
Consulting (Ireland) Ltd. ("SLR") in 2022.

SLR have assigned an NPV of US$ 592 million net to the Company. Risk is
identified by SLR is solely a commercial risk based on a longer term
monetisation of a gas-to-power development, whereas the Company now has a
faster and cheaper route to monetisation based on the sale of Compressed
Natural Gas by truck direct to the Moroccan industrial market. The Company's
management has extensive relevant experience in selling gas to Moroccan end
users.

The Company is now fully funded to complete and test the MOU-2 well and to
test the MOU-1 well at the same time from existing cash resources.

Successful completion of the drilling and testing programmes will provide the
basis for an initial CNG development project and provide a catalyst to
potentially finalising a lease financing arrangement as part of overall
operating costs. Under the Company's current commercial model for financing an
initial CNG development this is not expected to result in diluting equity
interest in the project whereas a conventional farmout option would result in
dilution at the project level and possible loss of operatorship and overall
control of timing and execution of key commercial objectives.

Stock Lending Agreement

The Company does not presently have sufficient headroom to enable the issue
and admission of all of the 60,000,000 Placing Shares which are required to be
issued pursuant to the Placing without the production of an FCA approved
prospectus.  The Company is therefore proposing to issue and admit
45,000,000 new ordinary shares (up to its existing headroom) (the "New Placing
Shares") and for a director, Paul Griffiths, to transfer by way of a loan of
shares (the "Stock Lending Agreement"), 15,000,000 existing shares held by him
in order to settle the Placing in a timely manner.

When the Company has the ability to issue further shares the Company intends
to issue Paul Griffiths 15,000,000 new Ordinary Shares and will take all
necessary steps required in order to issue such shares and make the necessary
listing and admission hearing applications.  This will put Paul Griffiths
back into the position that existed, in terms of his aggregate shareholding in
the Company, had he not made the transfer of Ordinary Shares. For the
avoidance of doubt the transfer of shares from Paul Griffiths involves no
consideration being paid to Paul Griffiths other than interest accruing under
the Stock Lending Agreement.

The transfer of these ordinary shares is expected to be made on or around 23
August 2022.

Under the unsecured Stock Lending Agreement Agreement between the Company and
Paul Griffiths the return of 15 million shares loaned to the Company (the
"Loan") are intended to be issued to Paul Griffiths by 31 August 2023.

 

Interest shall accrue on the Loan at the rate of 6% per annum of the Principal
Sum of £825,000, being the market value of 15 million shares at the Placing
Price of 5.5 pence per share. The default rate of interest under the Stock
Lending Agreement for any sum which is not paid when due is 12 % per annum.

Related Party Transaction

Paul Griffiths is a director of the Company. The Director's Stock Lending
Agreement is considered to be a related party transaction ("Related Party
Transaction").

Lonny Baumgardner, Tom Evans and Alistar Jury, being the independent
directors for the purposes of the Related Party Transaction consider that the
terms and conditions of the Stock Lending Agreement are fair and reasonable
insofar as the shareholders of the Company are concerned.

Completion of the Placing

Completion of the Placing is conditional on, inter alia:-

the Placing Shares being admitted to listing on the Official List (standard
listing segment) and to trading on the London Stock Exchange's main market
for listed securities ("Admission") on or before 23 August 2022 (or such
later date as may be agreed by the Company and Novum Securities).

Admission, Settlement and Dealings in the new Placing Shares

Applications will be made to the FCA and to the London Stock Exchange for
Admission in respect of all the Placing Shares proposed to be issued on
completion of the Placing.  It is expected that Admission will become
effective, and that dealings in the Placing Shares are expected to commence,
at 8.00 a.m. on 23 August 2022.

The rights attaching to the new Placing Shares will be uniform in all respects
and all of the new Placing Shares will rank pari passu, and form a single
class for all purposes with, the existing issued shares of no par value in the
Company.

Total Voting Rights

Following Admission, the Company has 353,595,477 ordinary shares of no par
value in issue, each with one vote per share (and none of which are held in
treasury). The total number of voting rights in the Company is therefore
353,595,477.  This figure of 353,595,477 may be used by shareholders in the
Company as the denominator for calculations to determine if they have a
notifiable interest in the share capital of the Company under the Disclosure
Guidance and Transparency Rules, or if such interest has changed.

Paul Griffiths, Executive Chairman of Predator Oil & Gas Holdings
Plc commented:

"It was absolutely necessary to take advantage of a narrow window in an
otherwise difficult and highly competitive market to raise funds to enable the
high impact, high reward MOU-2 drilling to be executed whilst there is still
some availability of long lead items required for drilling and before the cost
of well services increases further as demand outstrips supply.

 

As a Company we have to carefully balance the strategic objective of drilling
at a time when European gas supplies are likely to be constrained by the
Ukraine-Russian crisis, with a resulting gas price spike, versus delaying to
complete a pre-drill extended farmout process that might result in significant
pre-drill project dilution in our entire licence area.

 

We are comfortable with the risk versus reward proposition. I am personally
delighted to be loaning shares to the Company and to accept the commercial
risk that such a transaction creates for me simply on the basis of my
extensive oil and gas experience over many years in many different geographic
jurisdictions that allows me to identify MOU-2 as a potential company-maker.

 

Furthermore, the loan of shares to the Company reduces the impact of pre-drill
dilution for all our shareholders and allows all shareholders to benefit from
a potential uplift of the value of the Company on announcing the drilling
results"

 

This announcement contains inside information for the purposes of Article 7 of
the Regulation (EU) No 596/2014 on market abuse

 

For more information please visit the Company's website
at www.predatoroilandgas.com (http://www.predatoroilandgas.com/) :

 

 

 

Enquiries:

 Predator Oil & Gas Holdings Plc                                 Tel: +44 (0) 1534 834 600

 Paul Griffiths               Executive Chairman                 Info@predatoroilandgas.com (mailto:Info@predatoroilandgas.com)

 Lonny Baumgardner   Managing Director

 Novum Securities Limited                                        Tel: +44 (0) 207 399 9425

 Jon Belliss

 Optiva Securities Limited                                       Tel: +44 (0) 203 137 1902

 Christian Dennis

 Peterhouse Capital Limited                                      Tel: +44 (0) 207 220 9791

 Charles Goodfellow

 Flagstaff Strategic and Investor Communications                 Tel: +44 (0) 207 129 1474

 Tim Thompson                                                    predator@flagstaffcomms.com (mailto:predator@flagstaffcomms.com)

 Mark Edwards

 Fergus Mellon

 

Notes to Editors:

 

Predator is operator of the Guercif Petroleum Agreement
onshore Morocco which is prospective for Tertiary gas in prospects less than
10 kilometres from the Maghreb gas pipeline.  The MOU-1 well has been
completed and a follow-up testing programme is being developed and a further
drilling programme is under review.

 

Predator is seeking to further develop the remaining oil reserves
of Trinidad's mature onshore oil fields through the application of CO2 EOR
techniques and by sequestrating anthropogenic carbon dioxide to produce
"greener" oil.

 

In addition, Predator also owns and operates exploration and appraisal assets
in licensing options offshore Ireland, for which successor authorisations
have been applied for, adjoining Vermilion's Corrib gas field in the Slyne
Basin on the Atlantic Margin and east of the decommissioned Kinsale gas field
in the Celtic Sea.

 

Predator has developed a Floating Storage and Regasification
Project ("FSRUP") for the import of LNG and its regassification
for Ireland and is also developing gas storage concepts to address security
of gas supply and volatility in gas prices during times of peak gas demand.

 

The Company has a highly experienced management team with a proven track
record in operations in the oil and gas industry.

 

 

 

 

 

 

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