REG - Tower Resources PLC - Issue of Warrants to Directors

Tower ResourcesAnnouncement

03/10/2022 07:00

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RNS Number : 4426B  Tower Resources PLC  03 October 2022

3 October 2022

 

Tower Resources plc

Issue of Warrants to Directors

 

Tower Resources plc (the "Company" or "Tower" (TRP.L, TRP LN)), the AIM listed
oil and gas company with its focus on Africa, announces the following issue of
warrants to Directors and a consultant to the Company in lieu of fees.

Warrants are being issued in lieu of £30,000 (in aggregate) of Directors fees
to Paula Brancato and Mark Enfield (Non-Executive Directors), and Jeremy Asher
(as Chairman) in settlement of fees due for the period from 1 October 2022 to
31 December 2022, to conserve the Company's working capital.

The warrants are exercisable at a strike price of 0.25 pence ("Warrants"),
which is a premium of 28% to the closing share price on 30 September 2022 and
a premium of 43% to the most recent placing price of 0.175 pence. The Warrants
are exercisable for a period of 5 years from the date of issue and those being
issued are detailed below:

 

 Director        Number of Warrants being issued  Total number of Warrants held including this issue*  Shareholding upon exercise of total number of Warrants held  % of issued share capital upon exercise of Warrants
 Jeremy Asher    10,445,682                       300,289,620                                          811,893,228                                                  18.6%
 Paula Brancato  5,222,841                        33,238,104                                           33,238,104                                                   0.8%
 Mark Enfield    5,222,841                        31,394,256                                           33,271,802                                                   0.8%

*Warrants are held at different prices.

As previously announced, the Directors will consider issuing further warrants
in lieu of fees for each calendar quarter based on the closing price of the
shares and the warrant valuation on the last day of the previous quarter and
will make an election and announce the issue of warrants (if so elected) at
the earliest opportunity in each calendar quarter. This election will be made
by the Board with each Director taking into consideration the working capital
position of the Company.

The Company also announces the issue of 5,222,841 warrants, on the same terms
as the Warrants issued to Directors, to Mr Duncan Rushworth, a consultant to
the Company, in lieu of fees for his work for the Company during the period
from 1 October 2022 to 31 December 2022.

Warrants in issue

Following the above issue of Warrants, the total number of Warrants in issue
is 812,196,935 equating to 17.1% of the Company's enlarged share capital
assuming full exercise of all warrants and share options.

Market Abuse Regulation (MAR) Disclosure

The information contained within this announcement is deemed by the Company to
constitute inside information as stipulated under the Market Abuse Regulations
(EU) No. 596/2014 as it forms part of UK domestic law by virtue of the
European Union (Withdrawal) Act 2018 ('MAR'). Upon the publication of this
announcement via Regulatory Information Service ('RIS'), this inside
information is now considered to be in the public domain.

 

Contacts

 

 Tower Resources plc                  +44 20 7157 9625

 Jeremy Asher

Chairman and CEO

 Andrew Matharu

VP - Corporate Affairs

 SP Angel Corporate Finance LLP       +44 20 3470 0470

Nominated Adviser and Joint Broker

 Stuart Gledhill

 Caroline Rowe

 Novum Securities Limited             +44 20 7399 9400

Joint Broker

 Jon Bellis

 Colin Rowbury

 Panmure Gordon (UK) Limited          +44 20 7886 2500

Joint Broker

 Nick Lovering

 Hugh Rich

 

 

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:                                                         Mark Enfield
 2.            Reason for the notification
 a)            Position/status:                                              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:                                                         Tower Resources PLC
 b)            LEI:                                                          2138002J9VH6PN7P2B09
 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 0.001 pence each

               Identification code:                                          GB00BZ6D6J81

 b)            Nature of the transaction:                                    Warrants in lieu of Directors fees
 c)            Price(s) and volume(s):

Price(s)    Volume(s)
                                                                             0.25 pence  5,222,841

 
 d)            Aggregated information:                                       Single transaction as in 4 c) above

Price(s)    Volume(s)
               Aggregated volume:                                            0.25 pence  5,222,841

               Price:

 
 e)            Date of the transaction:                                      3 October 2022

                                                                             07:00 BST
 f)            Place of the transaction:                                     Outside a trading venue

 

d)

Aggregated information:

Aggregated volume:

Price:

Single transaction as in 4 c) above

 Price(s)    Volume(s)
 0.25 pence  5,222,841

 

e)

Date of the transaction:

3 October 2022

07:00 BST

f)

Place of the transaction:

Outside a trading venue

 

 

 1.            Details of the person discharging managerial responsibilities/person closely
               associated
 a)            Name:                                                         Paula Brancato
 2.            Reason for the notification
 a)            Position/status:                                              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:                                                         Tower Resources PLC
 b)            LEI:                                                          2138002J9VH6PN7P2B09
 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 0.001 pence each

               Identification code:                                          GB00BZ6D6J81

 b)            Nature of the transaction:                                    Warrants in lieu of Directors fees
 c)            Price(s) and volume(s):

Price(s)    Volume(s)
                                                                             0.25 pence  5,222,841

 
 d)            Aggregated information:                                       Single transaction as in 4 c) above

Price(s)    Volume(s)
               Aggregated volume:                                            0.25 pence  5,222,841

               Price:

 
 e)            Date of the transaction:                                      3 October 2022

                                                                             07:00 BST
 f)            Place of the transaction:                                     Outside a trading venue

 

d)

Aggregated information:

Aggregated volume:

Price:

Single transaction as in 4 c) above

 Price(s)    Volume(s)
 0.25 pence  5,222,841

 

e)

Date of the transaction:

3 October 2022

07:00 BST

f)

Place of the transaction:

Outside a trading venue

 

 

 

 1.            Details of the person discharging managerial responsibilities/person closely
               associated
 a)            Name:                                                         Jeremy Asher
 2.            Reason for the notification
 a)            Position/status:                                              Chairman and Chief Executive Officer
 b)            Initial notification/Amendment:                               Initial notification
 3.            Details of the issuer, emission allowance market participant, auction
               platform, auctioneer or auction monitor
 a)            Name:                                                         Tower Resources PLC
 b)            LEI:                                                          2138002J9VH6PN7P2B09
 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 0.001 pence each

               Identification code:                                          GB00BZ6D6J81

 b)            Nature of the transaction:                                    Warrants in lieu of Directors fees

 c)            Price(s) and volume(s):

Price(s)    Volume(s)
                                                                             0.25 pence  10,445,682

 
 d)            Aggregated information:                                       Single Transaction as in 4 c) above

Price(s)    Volume(s)
               Aggregated volume:                                            0.25 pence  10,445,682

               Price:

 
 e)            Date of the transaction:                                      3 October 2022

                                                                             07:00 BST
 f)            Place of the transaction:                                     Outside a trading venue

 

d)

Aggregated information:

Aggregated volume:

Price:

Single Transaction as in 4 c) above

 Price(s)    Volume(s)
 0.25 pence  10,445,682

 

e)

Date of the transaction:

3 October 2022

07:00 BST

f)

Place of the transaction:

Outside a trading venue

 

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