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REG - Zenith Energy Ltd - Institutional investment in Zenith

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RNS Number : 2170R  Zenith Energy Ltd  28 February 2023

February 28, 2023

ZENITH ENERGY LTD.

("Zenith" or the "Company")

Institutional investment in Zenith

Zenith Energy Ltd.  (LSE: ZEN; OSE: ZENA), the energy company with proven
revenue generating production, exploration and development assets in Africa,
the Middle East and Europe, is pleased to announce that it has completed a
fundraise in the United Kingdom (the "UK Financing"), and in Norway (the
"Norwegian Financing", collectively, the "Financings").

The Financings have attracted the participation of existing institutional
investors, including Premier Miton Investors, as well as Directors and
employees of the Company, to raise an aggregate total amount of approximately
£2,300,000 or NOK 28,484,580, resulting in the issuance of 437,728,088 new
common shares.

Issue Price

The issue price of the Financings was £0.0054 for the UK Financing and NOK
0.067 for the Norwegian Financing.

Use of Proceeds

The proceeds of the Financings will be used to provide additional funding for
the following:

·    Negotiation and planned finalisation of a Production Sharing Contract
for Block 1, Sèmè oilfield in Benin

·    Technical and managerial appointments in view of planned operations
in Yemen

·    Additional funding for the development of Zenith's Tunisian oil and
Italian natural gas production portfolio

·    Business development activities in Africa and the Middle East

·    General working capital

Norwegian Financing

Zenith has issued a total of 378,931,792 new common shares of no-par value in
the capital of the Company ("Norwegian Financing Common Shares"), to be
admitted to trading on the Euronext Growth Oslo (the "Norwegian Financing
Admission") raising gross proceeds of NOK 25,388,430 (approximately
£2,050,000).

An application for the Norwegian Financing Common Shares to also be listed on
the standard segment of the FCA Official List and to be admitted for trading
on the London Stock Exchange Main Market for listed securities will be made
within 12 months of the issue of the Norwegian Financing Common Shares.

The Norwegian Financing Common Shares will rank pari passu in all respects
with the existing common shares of the Company.

The Company has issued 113,679,538 share purchase warrants exercisable at a
price NOK 0.094 for a duration of 3 years from the date of issue in connection
with the Norwegian Financing.

 

UK Financing

Zenith has issued a total of 46,296,296 common shares of no-par value in the
capital of the Company on the London Stock Exchange (the "UK Financing Common
Shares") to raise gross proceeds of £250,000 (approximately NOK 3,096,150).

An application will be made for the UK Financing Common Shares to be listed on
the standard segment of the FCA Official List and to be admitted for trading
on the London Stock Exchange Main Market for listed securities (the "UK
Financing Admission").

It is expected that the UK Financing Admission will become effective and that
unconditional dealings in the UK Financing Common Shares will commence on or
around 8.00 a.m. (GMT) on approximately March 3, 2023.

An application will also be made for the UK Financing Shares to be admitted to
trading on the Euronext Growth Oslo.

The UK Financing Shares will rank pari passu in all respects with the existing
common shares of the Company.

The Company has issued 13,888,889 share purchase warrants exercisable at a
price £0.0076 for a duration of 3 years from the date of issue in connection
with the UK Financing.

Debt Settlement

The Company has allotted 12,500,000 Common Shares ("Debt Settlement Shares")
to a service provider in lieu of cash settlement for services provided to
Zenith for a total value of £67,500.

An application will be made for the Debt Settlement Shares to be listed on the
standard segment of the FCA Official List and to be admitted for trading on
the London Stock Exchange Main Market for listed securities (the "Debt
Settlement Admission"). An application will also be made for the Debt
Settlement Shares to be admitted to trading on the Euronext Growth Oslo.

The Debt Settlement Shares will rank pari passu in all respects with the
existing common shares of the Company.

It is expected that the Debt Settlement Admission will become effective and
that unconditional dealings in the Debt Settlement Shares will commence on or
around 8.00 a.m. (GMT) on approximately March 3, 2023.

Director Dealing/ PDMR Shareholding

Mr. Andrea Cattaneo, Chief Executive Officer & President of Zenith, has
subscribed for 64,695,672 common shares of no-par value in the capital of the
Company in connection with the Norwegian Financing.

Upon the Norwegian Financing Admission, Mr. Cattaneo will be directly
beneficially interested in a total of 167,163,912 Common Shares in the
capital of the Company, representing 7.24% percent of the total issued and
outstanding common share capital of the Company.

Mr. Luca Benedetto, Chief Financial Officer of Zenith has subscribed for
27,726,716 common shares of no-par value in the capital of the Company in
connection with the Norwegian Financing.

Upon the Norwegian Financing Admission, Mr. Benedetto will be directly
beneficially interested in a total of 27,726,716 common shares in the capital
of the Company, representing 1.20% percent of the total issued and
outstanding common share capital of the Company.

 

Total Voting Rights

The Company wishes to announce, in accordance with the Financial Conduct
Authority's Disclosure Guidance and Transparency Rules and section 3.10 of the
Euronext Growth Oslo Rule Book Part II, the following revised information
resulting from completion of the Financings.

 Class of share                                                                 Total number of shares   Number of voting rights per share   Total number of voting rights per class of share

 Common Shares in issue and admitted to trading on the Main Market of           1,931,370,745            1                                   1,931,370,745
 the London Stock Exchange upon the UK Financing Admission.
 Common Shares in issue and admitted to trading on the Euronext Growth Market   2,310,302,537            1                                   2,310,302,537
 of the Oslo Børs, representing the newly enlarged outstanding share capital
 of the Company.

Andrea Cattaneo, Chief Executive Officer, commented:

"We are pleased to have attracted the continued support of long-term
institutional investors, including Premier Miton, to the fundraise.

Our confidence in the Company's future successful development remains
unchanged and is evidenced by the material commitment made by management to
the fundraise.

There are various potentially transformational value catalysts during the
course of 2023. To this end, the Zenith team is working tirelessly towards
successfully achieving our objectives for the benefit of all shareholders."

 

Further Information:

 Zenith Energy Ltd

Andrea Cattaneo, Chief Executive Officer  Tel: +1 (587) 315 9031

                                            E:  info@zenithenergy.ca (mailto:info@zenithenergy.ca)
 BlytheRay - Financial PR/IR                Tel: +44 207 138 3204

 Tim Blythe, Megan Ray, Matt Bowld          E:  zenith@blytheray.com (mailto:zenith@blytheray.com)

 

 

Notes to
Editors:

Zenith Energy Ltd. is a revenue generating, independent energy company with
production, exploration and development assets in in Africa, the Middle East
and Europe, including electricity generation in Italy. The Company is listed
on the London Stock Exchange Main Market (LSE: ZEN) and the Euronext Growth of
the Oslo Stock Exchange (OSE: ZENA).

Zenith's strategic focus is on pursuing transformational opportunities in
the Middle East, Africa, and Europe through the development of proven
revenue generating energy production assets, as well as low-risk exploration
activities in assets with existing production.

For more information, please visit:  www.zenithenergy.ca
(http://www.zenithenergy.ca)

 Twitter: @zenithenergyltd

LinkedIn:    https://bit.ly/3A5PRJb (https://bit.ly/3A5PRJb)

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 a Regulatory Information Service ("RIS"), this inside
information is now considered to be in the public domain.

 

 

 

 

 

 

 

 

 

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                                                         Andrea Cattaneo
 2    Reason for the notification
 a)   Position/status                                              Chief Executive Officer & President
 b)   Initial notification/Amendment                               Initial Notification
 3    Details of the issuer, emission allowance market participant, auction
      platform, auctioneer or auction monitor
 a)   Name                                                         Zenith Energy Ltd.
 b)   LEI                                                          213800AYTYOYD61S4569
 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

                                                                   New Common Shares of No-Par Value

      Identification code                                          CA98936C1068
 b)   Nature of the transaction                                    Subscription for New Common Shares
 c)   Price(s) and volumes(s)                                      Price(s)                     Volume(s)
      NOK 0.067                                                                                 64,695,672
 d)   Date of the transaction(s)                                   February 27, 2023
 e)   Place of the transaction                                      Off Market

 

 

 

 

 

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                                                         Luca Benedetto
 2    Reason for the notification
 a)   Position/status                                              Chief Financial Officer & 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                                                         Zenith Energy Ltd.
 b)   LEI                                                          213800AYTYOYD61S4569
 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

                                                                   New Common Shares of No-Par Value

      Identification code                                          CA98936C1068
 b)   Nature of the transaction                                    Subscription for New Common Shares
 c)   Price(s) and volumes(s)                                      Price(s)                     Volume(s)
      NOK 0.067                                                                                 27,726,716
 d)   Date of the transaction(s)                                   February 27, 2023
 e)   Place of the transaction                                      Off Market

 

 

 

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