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REG - Reabold Resources - Completion of the Acquisition of Simwell Resources

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RNS Number : 4056L  Reabold Resources PLC  03 January 2023

3 January 2023

 

Reabold Resources plc

 

("Reabold" or the "Company")

 

 

Completion of the Acquisition of Simwell Resources Limited

 

Reabold, the AIM quoted investing company with a portfolio of upstream oil and
gas projects, is pleased to announce that, further to its announcement of 28
September 2022, the Company has completed the acquisition of Simwell Resources
Limited ("Simwell") (the "Transaction").

 

Under the terms of the SPA, the initial consideration due to the Sellers was
subject to adjustment to take into account certain expenses incurred by
Simwell in the period in between signing the SPA and completion of the
Transaction.  Accordingly, the breakdown of the consideration payable and the
repayment of liabilities pursuant to the Transaction has been adjusted.

 

The updated breakdown of consideration payable by Reabold, plus the repayment
by Reabold of all outstanding creditors/liabilities of Simwell, pursuant to
the Transaction is: (i) £363,835.76, by way of initial consideration, to be
satisfied through the issue of 134,753,985 new Ordinary Shares (the "Initial
Consideration Shares"); (ii) £305,157.71 to certain Simwell creditors to be
satisfied by the issue of 113,021,374 new Ordinary Shares (the "Creditor
Shares"); and (iii) the cash sum of £373,398.36 payable to certain Simwell
creditors. The deferred consideration remains as set out in the Company's
announcement of 28 September 2022.

 

Admission and total voting rights

 

Application has been made for admission of the 134,753,985 Initial
Consideration Shares and the 113,021,374 Creditor Shares (together the "New
Ordinary Shares") to trading on AIM ("Admission") and it is expected that
Admission will occur at 8.00 a.m. on or around 4 January 2023. The New
Ordinary Shares will rank pari passu with the existing Ordinary Shares.

 

Following Admission, the total issued share capital of the Company will
consist of 9,177,387,909 Ordinary Shares each with voting rights. The Company
does not hold any Ordinary Shares in treasury. Therefore, the total number of
voting rights in the Company will be 9,177,387,909 and this is the figure that
may be used by shareholders as the denominator for the calculations by which
they will determine if they are required to notify their interest in, or a
change in their interest in, the share capital of the Company under the FCA's
Disclosure Guidance and Transparency Rules.

 

Capitalised terms used in this announcement have the same meaning as ascribed
to them in the Company's announcement of 28 September 2022.

 

For further information, contact:

 

 Reabold Resources plc                                      c/o Camarco

 Sachin Oza                                                 +44 (0) 20 3757 4980

 Stephen Williams

 Strand Hanson Limited - Nominated & Financial Adviser      +44 (0) 20 7409 3494

 James Spinney

 James Dance

 Rob Patrick

 Stifel Nicolaus Europe Limited - Joint Broker              +44 (0) 20 7710 7600

 Callum Stewart

 Simon Mensley

 Ashton Clanfield

 Panmure Gordon - Joint Broker                              +44 (0) 207 886 2733

 Hugh Rich

 Camarco                                                    +44 (0) 20 3757 4980

 Billy Clegg

 Rebecca Waterworth

 

 

 

Notes to Editors

 

Reabold Resources plc is an investing company investing in the exploration and
production ("E&P") sector and has a diversified portfolio of assets in
upstream oil & gas projects. Reabold aims to create value from each
project by investing in undervalued, low-risk, near-term projects and by
identifying a clear exit plan prior to investment. The Company's investing
policy is to acquire direct and indirect interests in exploration and
producing projects and assets in the natural resources sector, and
consideration is currently given to investment opportunities anywhere in the
world.

 

Reabold's long term strategy is to re-invest capital made through its
investments into larger projects in order to grow the Company. Reabold aims to
gain exposure to assets with limited downside and high potential upside,
capitalising on the value created between the entry stage and exit point of
its projects. The Company invests in projects that have limited correlation to
the oil price.

 

Reabold has a highly-experienced management team, who possess the necessary
background, knowledge and contacts to carry out the Company's strategy.

 

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