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RNS Number : 3381A Tlou Energy Ltd 23 May 2023
TLOU ENERGY LIMITED
NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR PUBLICATION, RELEASE OR
DISSEMINATION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN THE UNITED
STATES, JAPAN, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH
IT WOULD BE UNLAWFUL TO DO SO. ANY FAILURE TO COMPLY WITH THIS RESTRICTION MAY
CONSTITUTE A VIOLATION OF THE SECURITIES LAWS OF SUCH JURISDICTIONS.
FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT
CONSTITUTE AN OFFER TO SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TO BUY,
SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY NEW ORDINARY SHARES OF TLOU ENERGY
LIMITED IN ANY JURISIDICTION IN WHICH ANY SUCH OFFER OR SOLICITATION WOULD BE
UNLAWFUL
23 May 2023
Tlou Energy Limited
("Tlou" or "the Company")
Despatch of Entitlement Issue Prospectus to Eligible Shareholders
On 12 May 2023 Tlou Energy Limited, the ASX, AIM and BSE listed company lodged
with the ASX and ASIC a Supplementary Entitlement Issue Prospectus
("Prospectus") for a partially underwritten entitlement offer of up to
304,156,361 new Offer Shares at a price of A$0.035 per share (£0.02, BWP0.30)
("Issue Price") to raise approximately A$10.65 million (approximately £5.86
million; BWP 92.6 million)). Under the offer, Eligible Shareholders may
subscribe for 4 fully paid ordinary shares for each 11 fully paid ordinary
shares held at 7.00 pm (AEST) / 6.00 pm (BST) / 6.00 pm (CAT) on 17 May 2023
("Record Date").
The Company has today dispatched the Prospectus and personalised Entitlement
and Acceptance Forms ("Offer Documents") to Eligible Shareholders, being those
at the Record Date, who had a registered address in the United Kingdom,
Botswana, Australia or New Zealand or are a Shareholder that the Company has
otherwise determined (in its absolute discretion) are eligible to participate
in the offer.
For those Eligible Shareholders which the Company has an email address for,
and have consented to receive documentation via electronic means, the Company
has today emailed them a letter containing a link to a dedicated website where
full details of the offer and how to participate can be found. This website is
open to all Eligible Shareholders and can be found here
(https://zes2-email.zync.com.au/sg/cl?cl=YjEzNjU1M2YtMzNhMi00NzA3LWFhOTUtMWJjNjI3MjI3ZGFi:Mg==:aHR0cHM6Ly9ldmVudHMubWlyYXFsZS5jb20vVE9VLU9mZmVyL2NvdW50cnktdmFsaWRhdGlvbi8=:MQ==)
.
The Company advises that in accordance with the timetable announced Friday, 12
May 2023 the Closing Date for participation in the offer is 5.00pm AEST,
Thursday 8 June 2023.
A copy of the Prospectus can be located on the Company's website at:
https://tlouenergy.com/reports/ (https://tlouenergy.com/reports/)
Letter to Ineligible shareholders
Pursuant to the requirements of ASX Listing Rule 7.7.1(b), the Company advises
that it has sent letter to those shareholders with an address located outside
of United Kingdom, Botswana, Australia or New Zealand. A copy of that letter
can be located on the Company's website at:
https://tlouenergy.com/reports/ (https://tlouenergy.com/reports/) .
Further Information
If you have any questions in relation to any of the above matters, please
contact the Company Secretary at either offer@tlouenergy.com
(mailto:offer@tlouenergy.com) or +61 7 3040 9084, Monday to Friday. For other
questions, you should consult your broker, solicitor, accountant, financial
adviser, or other professional adviser.
By Authority of the Board of Directors
Mr. Anthony (Tony) Gilby
Managing Director
****
For further information regarding this announcement please contact:
Tlou Energy Limited +61 7 3040 9084
Tony Gilby, Managing Director
Solomon Rowland, General Manager
Grant Thornton (Nominated Adviser) +44 (0)20 7383 5100
Harrison Clarke, Colin Aaronson, Ciara Donnelly
Zeus Capital (UK Broker) +44 (0)20 3829 5000
Simon Johnson
Public Relations
Ashley Seller +61 418 556 875
About Tlou
Tlou is developing energy solutions in Sub-Saharan Africa through gas-fired
power and ancillary projects. The Company is listed on the ASX (Australia),
AIM (UK) and the BSE (Botswana). The Lesedi Gas-to-Power Project ("Lesedi") is
100% owned and is the Company's most advanced project. Tlou's competitive
advantages include the ability to drill cost effectively for gas, operational
experience and Lesedi's strategic location in relation to energy customers.
All major government approvals have been achieved.
Forward-Looking Statements
This announcement may contain certain forward-looking statements. Actual
results may differ materially from those projected or implied in any
forward-looking statements. Such forward-looking information involves risks
and uncertainties that could significantly affect expected results. No
representation is made that any of those statements or forecasts will come to
pass or that any forecast results will be achieved. You are cautioned not to
place any reliance on such statements or forecasts. Those forward-looking
and other statements speak only as at the date of this announcement. Save as
required by any applicable law or regulation, Tlou Energy Limited undertakes
no obligation to update any forward-looking statements.
IMPORTANT NOTICE
Neither the contents of the Company's website nor the contents of any website
accessible from hyperlinks on the Company's website (or any other website) is
incorporated into, or forms part of, this announcement.
This announcement does not constitute, or form part of, a prospectus relating
to Tlou Energy Limited (the "Company"), nor does it constitute or contain any
invitation or offer to any person, or any public offer, to subscribe for,
purchase or otherwise acquire any shares in the Company or advise persons to
do so in any jurisdiction, nor shall it, or any part of it form the basis of
or be relied on in connection with any contract or as an inducement to enter
into any contract or commitment with the Company.
The content of this announcement has not been approved by an authorised person
within the meaning of the Financial Services and Markets Act 2000 ("FSMA").
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 U.S.
Securities Act of 1933, as amended (the "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.
This announcement is not for release, publication or distribution, directly or
indirectly, in or into the United States, Canada, the Republic of South
Africa, Japan or any jurisdiction where to do so might constitute a violation
of local securities laws or regulations (a "Prohibited Jurisdiction"). This
announcement and the information contained herein are not for release,
publication or distribution, directly or indirectly, to persons in a
Prohibited Jurisdiction unless permitted pursuant to an exemption under the
relevant local law or regulation in any such jurisdiction. This announcement
has been issued by and is the sole responsibility of the Company.
Grant Thornton UK LLP ("Grant Thornton") is acting solely as nominated adviser
exclusively for the Company and no one else in connection with the contents of
this announcement and will not regard any other person (whether or not a
recipient of this announcement) as its client in relation to the contents of
this announcement nor will it be responsible to anyone other than the Company
for providing the protections afforded to its clients or for providing advice
in relation to the contents of this announcement. Apart from the
responsibilities and liabilities, if any, which may be imposed on Grant
Thornton by FSMA or the regulatory regime established thereunder, Grant
Thornton accepts no responsibility whatsoever, and makes no representation or
warranty, express or implied, for the contents of this announcement including
its accuracy, completeness or verification or for any other statement made or
purported to be made by it, or on behalf of it, the Company or any other
person, in connection with the Company and the contents of this announcement
respect, whether as to the past or the future. Grant Thornton accordingly
disclaims all and any liability whatsoever, whether arising in tort, contract
or otherwise (save as referred to above), which it might otherwise have in
respect of the contents of this announcement or any such statement.
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