REG - Sunda Energy PLC - Result of oversubscribed WRAP Retail Offer

Sunda EnergyAnnouncement

17/10/2025 10:30

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RNS Number : 8577D  Sunda Energy PLC  17 October 2025

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OR IN PART, IN OR INTO OR WITHIN THE UNITED STATES, AUSTRALIA, NEW ZEALAND,
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JURISDICTION WHERE, OR TO ANY OTHER PERSON TO WHOM, TO DO SO MIGHT CONSTITUTE
A VIOLATION OR BREACH OF ANY APPLICABLE LAW OR REGULATION. PLEASE SEE THE
IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF
THE MARKET ABUSE REGULATION (EU) 596/2014 WHICH FORMS PART OF THE LAWS OF
ENGLAND AND WALES PURSUANT TO THE EUROPEAN UNION (WITHDRAWAL) ACT 2018 ("UK
MAR"). UPON PUBLICATION OF THIS ANNOUNCEMENT THIS INSIDE INFORMATION IS NOW
CONSIDERED TO BE WITHIN THE PUBLIC DOMAIN.

 

17 October 2025

 

Sunda Energy plc

("Sunda" or the "Company")

 

Result of significantly oversubscribed WRAP Retail Offer

 

Sunda Energy plc (AIM: SNDA), the AIM-quoted exploration and appraisal company
focused on gas assets in Southeast Asia, is pleased to confirm the result of
the WRAP Retail Offer.

 

The WRAP Retail Offer, at a price of 0.025 pence per share (the "Issue Price")
with accompanying 1-for-2 warrants, was multiple times oversubscribed,
demonstrating the strong support from Sunda's retail shareholder base and new
investors. As a result, in accordance with the terms of the WRAP Retail Offer,
the Company has decided to increase the size of the WRAP Retail Offer to
partially accommodate some of this excess demand. Despite this increase,
applications still substantially exceeded the available allocation and,
accordingly, were scaled back. As such, the Company has successfully raised
£470,000 pursuant to the WRAP Retail Offer and will issue a total of
1,880,000,000 new Ordinary Shares at the Issue Price and 940,000,000 warrants
pursuant to the WRAP Retail Offer.

 

To effect this increase, as the Company is limited by its authorities
disapplying pre-emption rights granted at the Company's annual general meeting
held on 27 June 2025, the Subscription Shares being subscribed for by the
Directors and senior management under the Subscription, as set out in the
Company's announcement of 15 October 2025, will be deferred until their issue
is approved at a general meeting of the Company to be held as soon as is
practicable. A circular and notice of general meeting is expected to be sent
to shareholders during the course of next week.

 

In the event that the resolution at the general meeting to grant the authority
to approve the Issue of the Subscription Shares and accompanying Warrants
pursuant to the Subscription is not approved by shareholders, then the
Directors and senior management would invest the funds into the Company as
zero coupon loans. The intention is that these loans would then become
convertible into new ordinary shares in the Company on the same terms as the
WRAP Retail Offer as soon as the Company has the requisite authorities.

 

As a result of the above, the Company has raised conditionally gross proceeds
of £710,000 for the Company, via the WRAP Retail Offer and the Subscription.
The Subscription is now conditional on shareholder approval and will raise
gross proceeds of £240,000 which will result in the issue of 960,000,000 new
Ordinary Shares at the Issue Price and the issue of 480,000,000 warrants (all
subject to shareholder approval).

 

Dr Andy Butler, CEO of Sunda, commented:

"The exceptionally strong take up of this retail offer is very welcome and a
great testament to the investment case for Sunda Energy. The offer was closed
earlier than expected and was multiple times oversubscribed. I thank investors
for this exceptional support and my fellow directors and colleagues' consent
to stand aside to partially accommodate demand pending a general meeting and
shareholder vote for their share subscriptions."

Admission and Total Voting Rights

 

Application has been made for the WRAP Retail Offer Shares to be admitted to
trading on AIM ("Admission"). Admission is expected to become effective on or
around 21 October 2025.

 

Upon Admission of the WRAP Retail Offer Shares, the Company's issued ordinary
share capital will consist of 30,516,378,281 Ordinary Shares with one voting
right each. The Company does not hold any Ordinary Shares in treasury.
Therefore, from Admission the total number of Ordinary Shares and voting
rights in the Company will be 30,516,378,281. With effect from Admission, this
figure may be used by Shareholders in the Company as the denominator for the
calculations by which they will 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.

 

The new Ordinary Shares to be issued pursuant to the WRAP Retail Offer will be
issued free of all liens, charges and encumbrances and will, on Admission,
rank pari passu in all respects with the Company's existing Ordinary Shares.

 

Subject to shareholder approval, it is expected that the Subscription Shares
would be admitted to trading on AIM in early November 2025. A further
announcement will be made at the time of the posting of the circular and
notice of general meeting.

 

Terms used but not defined in this announcement have the same meaning as set
out in the Company's announcement released at 07.01 a.m. 15 October 2025.

For further information, please contact:

 Sunda Energy Plc                                                   Tel: +44 (0) 20 7770 6424

 Andy Butler, Chief Executive

 Rob Collins, Chief Financial Officer

 Allenby Capital Limited (Nominated Adviser and Joint Broker)       Tel: +44 (0) 203 328 5656

 Nick Athanas, Nick Harriss, Ashur Joseph (Corporate Finance)

 Kelly Gardiner (Sales and Corporate Broking)

 Hannam & Partners Advisory Limited (Advisor and Joint Broker)      Tel: +44 (0) 20 7907 8502

 Neil Passmore (Corporate Finance)

 Leif Powis (Sales)

 Celicourt Communications (Financial PR and IR)                     Tel: +44 (0) 20 7770 6424

 Mark Antelme, Philip Dennis, Charles Denley-Myerson                sunda@celicourt.uk

 Winterflood Retail Access Platform                                 WRAP@winterflood.com
 Sophia Bechev, Kaitlan Billings                                    0203 100 0214

 

Further information on the Company can be found on its website at
sundaenergy.com

 

The Company's LEI is 213800MBSOS9UZ5SW712.

 

This announcement should be read in its entirety. In particular, the
information in the "Important Notices" section of the announcement should be
read and understood.

 

Important Notices

 

The content of this announcement, which has been prepared by and is the sole
responsibility of the Company.

 

This announcement and the information contained herein is not for release,
publication or distribution, directly or indirectly, in whole or in part, in
or into or from the United States (including its territories and possessions,
any state of the United States and the District of Columbia (the "United
States" or "US")), Australia, Canada, New Zealand, Japan, the Republic of
South Africa, any member state of the EEA or any other jurisdiction where to
do so might constitute a violation of the relevant laws or regulations of such
jurisdiction.

 

The WRAP Retail Offer Shares have not been and will not be registered under
the US Securities Act of 1933, as amended (the "US Securities Act") or under
the applicable state securities laws of the United States and may not be
offered or sold directly or indirectly in or into the United States. No public
offering of the WRAP Retail Offer Shares is being made in the United States.
The WRAP Retail Offer Shares are being offered and sold outside the United
States in "offshore transactions", as defined in, and in compliance with,
Regulation S under the US Securities Act ("Regulation S") to non-US persons
(within the meaning of Regulation S). In addition, the Company has not been,
and will not be, registered under the US Investment Company Act of 1940, as
amended.

 

This announcement does not constitute an offer to sell or issue or a
solicitation of an offer to buy or subscribe for WRAP Retail Offer Shares in
the United States, Australia, Canada, New Zealand, Japan, the Republic of
South Africa, any member state of the EEA or any other jurisdiction in which
such offer or solicitation is or may be unlawful. No public offer of the
securities referred to herein is being made in any such jurisdiction.

 

This announcement is not for publication or distribution, directly or
indirectly, in or into the United States of America.  This announcement is
not an offer of securities for sale into the United States.  The securities
referred to herein have not been and will not be registered under the US
Securities  Act, and may not be offered or sold in the United States, except
pursuant to an applicable exemption from registration.  No public offering of
securities is being made in the United States.

 

The distribution of this announcement may be restricted by law in certain
jurisdictions and persons into whose possession any document or other
information referred to herein comes should inform themselves about and
observe any such restriction. Any failure to comply with these restrictions
may constitute a violation of the securities laws of any such jurisdiction.

 

WRAP is a proprietary technology platform owned and operated by Winterflood
Securities Ltd (registered address at Riverbank House, 2 Swan Lane, London
EC4R 3GA; FRN 141455). Winterflood Securities Ltd ("Winterflood") is
authorised and regulated in the United Kingdom by the Financial Conduct
Authority, is acting exclusively for the Company and for no-one else and will
not regard any other person (whether or not a recipient of this announcement)
as its client in relation to the WRAP Retail Offer and will not be responsible
to anyone other than the Company for providing the protections afforded to its
clients, nor for providing advice in connection with the WRAP Retail Offer,
Admission and the other arrangements referred to in this announcement.

 

The value of Ordinary Shares and the income from them is not guaranteed and
can fall as well as rise due to stock market movements. When you sell your
investment, you may get back less than you originally invested. Figures refer
to past performance and past performance is not a reliable indicator of future
results. Returns may increase or decrease as a result of currency
fluctuations.

 

Certain statements in this announcement are forward-looking statements which
are based on the Company's expectations, intentions and projections regarding
its future performance, anticipated events or trends and other matters that
are not historical facts. These forward-looking statements, which may use
words such as "aim", "anticipate", "believe", "intend", "estimate", "expect"
and words of similar meaning, include all matters that are not historical
facts. These forward-looking statements involve risks, assumptions and
uncertainties that could cause the actual results of operations, financial
condition, liquidity and dividend policy and the development of the industries
in which the Company's businesses operate to differ materially from the
impression created by the forward-looking statements. These statements are not
guarantees of future performance and are subject to known and unknown risks,
uncertainties and other factors that could cause actual results to differ
materially from those expressed or implied by such forward-looking statements.
Given those risks and uncertainties, prospective investors are cautioned not
to place undue reliance on forward-looking statements.

 

These forward-looking statements speak only as at the date of this
announcement and cannot be relied upon as a guide to future performance. The
Company and Winterflood expressly disclaim any obligation or undertaking to
update or revise any forward-looking statements contained herein to reflect
actual results or any change in the assumptions, conditions or circumstances
on which any such statements are based unless required to do so by the
Financial Conduct Authority, the London Stock Exchange or applicable law.

 

The information in this announcement is for background purposes only and does
not purport to be full or complete. None of Winterflood or any of its
affiliates, accepts any responsibility or liability whatsoever for, or makes
any representation or warranty, express or implied, as to this announcement,
including the truth, accuracy or completeness of the information in this
announcement (or whether any information has been omitted from the
announcement) or any other information relating to the Company or associated
companies, whether written, oral or in a visual or electronic form, and
howsoever transmitted or made available or for any loss howsoever arising from
any use of the announcement or its contents or otherwise arising in connection
therewith. Winterflood and its affiliates, accordingly disclaim all and any
liability whether arising in tort, contract or otherwise which they might
otherwise be found to have in respect of this announcement or its contents or
otherwise arising in connection therewith.

 

Any indication in this announcement of the price at which the Ordinary Shares
have been bought or sold in the past cannot be relied upon as a guide to
future performance. Persons needing advice should consult an independent
financial adviser. No statement in this announcement is intended to be a
profit forecast and no statement in this announcement should be interpreted to
mean that earnings or target dividend per share of the Company for the current
or future financial years would necessarily match or exceed the historical
published earnings or dividends per share of the Company.

 

Neither the content of the Company's website (or any other website) nor the
content of any website accessible from hyperlinks on the Company's website (or
any other website) is incorporated into or forms part of this announcement.
The WRAP Retail Offer Shares to be issued or sold pursuant to the WRAP Retail
Offer will not be admitted to trading on any stock exchange other than the
London Stock Exchange.

 

Allenby Capital Limited ("Allenby"), which is authorised and regulated by the
FCA in the United Kingdom, is acting as Nominated Adviser to the Company.
Allenby has not authorised the contents of, or any part of, this announcement,
and no liability whatsoever is accepted by Allenby for the accuracy of any
information or opinions contained in this announcement or for the omission of
any material information. The responsibilities of Allenby as the Company's
Nominated Adviser are owed solely to London Stock Exchange plc and are not
owed to the Company or to any director or shareholder of the Company or any
other person, in respect of its decision to acquire shares in the capital of
the Company in reliance on any part of this announcement, or otherwise.

 

 

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