REG - United Oil & Gas PLC - Posting of Circular and Notice of GM

United Oil & GasAnnouncement

08/10/2025 12:45

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RNS Number : 5939C  United Oil & Gas PLC  08 October 2025

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW
ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH
RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.

 

 

 United Oil & Gas PLC / Index: AIM / Epic: UOG / Sector: Oil & Gas

 

8 October 2025

 

United Oil & Gas plc

("United" or "the Company")

 

Posting of Circular and Notice of General Meeting

 

Further to the "Conditional Fundraising to Deliver Piston Coring"
announcements published at 7.00 a.m. on 7 October 2025 (the "Fundraising
Announcement") regarding conditional fundraising of approx. £2.33 million
(the "Fundraising") the Company confirms that it has published a shareholder
circular (the "Circular") encompassing a notice of general meeting (the
"General Meeting"), which is being convened for the purpose of proposing a
vote in relation to certain resolutions, including those in connection with
the allotment of Fundraising Shares, Fundraising Warrants and Broker Warrants.
The detailed reasons for and background to the resolutions are set out in the
Circular, which will be posted to Shareholders today and will be uploaded on
the Company's website https://www.uogplc.com/ (https://www.uogplc.com/) .

Capitalised terms used in this announcement have the meaning given in the
Fundraising Announcements and the Circular unless the context requires
otherwise or as otherwise defined herein.

The General Meeting of United is to be held at the offices of Laytons LLP,
First Floor Yarnwicke, 119-121 Cannon Street, London EC4N 5AT on 27 October
2025 at 11.00 a.m.

The Form of Proxy for use in connection with the General Meeting should be
completed and returned in accordance with the instructions thereon so as to be
received by the Company's registrars, Share Registrars Limited, 3 The
Millennium Centre, Crosby Way, Farnham, Surrey GU9 7XX by no later than 11.00
a.m. on 23 October 2025.

Completion and return of a Form of Proxy will not preclude Shareholders from
attending and voting in person at the General Meeting should they so wish.

Recommendation

The Directors believe that the passing of the Resolutions is in the best
interests of the Company and all Shareholders. Shareholders should note that,
if the Company does not receive the proceeds of the Fundraising, the Company
would have to seek alternative forms of finance and/or undertake other
activities such as delaying or reducing capital expenditure. Failure to secure
alternative forms of finance at all or on commercially acceptable terms, or
undertaking other activities such as delaying or reducing capital expenditure,
could have a material adverse effect on the Company's business, financial
condition, prospects, capital resources, cash flows, share price, liquidity,
results and/or future operations.

In particular, failure to conclude the Fundraising will compromise the
Company's ability to undertake the piston core survey. As a result, the
Company may be unable to fulfil its long-term exploration and appraisal
programme, meet its work commitments under existing licences or working
capital requirements. Failure to do so could result in the premature
termination, suspension or withdrawal of the Group's licences and impact the
company to continue as a going concern.

Accordingly, the Directors unanimously recommend shareholders to vote in
favour of the Resolutions, as they will do in respect of their ordinary shares
in the Company, representing in aggregate 0.99 per cent (%) of the Ordinary
Shares in issue as at the date of this document.

 

 

Indicative Timetable

 

 Publication of the Circular                                                     8 October 2025
 Latest time and date for receipt of forms of proxy, CREST Proxy Instruction or  11:00 a.m. on 23 October 2025
 electronic proxy appointment for use at the General Meeting
 General Meeting                                                                  11:00 a.m. on 27 October 2025
 Expected date of Admission of the Second Tranche Placing Shares to trading on   08:00 a.m. 28 October 2025
 AIM

Notes:

1)    The timing of the events in the above timetable is indicative only
and may be subject to change.

2)    The timetable assumes that there is no adjournment of the General
Meeting. If there is an adjournment, all subsequent dates are likely to be
later than those shown.

3)    If any of the above times or dates should change, the revised times
and/or dates will be notified by an announcement to a Regulatory Information
Service.

4)    All of the events listed in the above timetable following the holding
of the General Meeting are conditional upon the passing of the Resolutions.

5)    All of the times referred to above are references to London time.

 

INDICATIVE SHARE STATISTICS

 Fundraising Shares

                         1,552,532,979

 Fundraising Warrants    1,552,532,979

 Brokers Warrants        74,093,316

 

  END

 

 Enquiries
 United Oil & Gas Plc (Company)
 Brian Larkin, CEO                                      investor.relations@uogplc.com (mailto:investor.relations@uogplc.com)

 Beaumont Cornish Limited (Nominated Adviser)
 Roland Cornish | Felicity Geidt | Asia Szusciak        +44 (0) 20 7628 3396

 Tennyson Securities (Joint Broker)
 Peter Krens                                            +44 (0) 20 7186 9030

 Optiva Securities Limited (Joint Broker)
 Christian Dennis                                       +44 (0) 20 3137 1902

 Shard Capital Limited (Joint Broker)                   +44 (0) 207 186 9900

 Damon Heath | Isabella Pierre

 

Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated
Adviser and is authorised and regulated by the FCA. Beaumont Cornish's
responsibilities as the Company's Nominated Adviser, including a
responsibility to advise and guide the Company on its responsibilities under
the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed
solely to the London Stock Exchange. Beaumont Cornish is not acting for and
will not be responsible to any other persons for providing protections
afforded to customers of Beaumont Cornish nor for advising them in relation to
the proposed arrangements described in this announcement or any matter
referred to in it.

 

Notes to Editors

United Oil & Gas is an oil and gas company with a development asset in
the UK and a high impact exploration licence in Jamaica.

The business is led by an experienced management team with a strong track
record of growing full cycle businesses, partnered with established industry
players and is well positioned to deliver future growth through portfolio
optimisation and targeted acquisitions.

United Oil & Gas is listed on the AIM market of the London Stock
Exchange. For further information on United Oil and Gas please
visit www.uogplc.com (http://www.uogplc.com/)

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