REG - Zenith Energy Ltd - Completion of financing with institutional support

Zenith Energy (CA)Announcement

13/02/2024 17:15

For best results when printing this announcement, please click on link below:
http://newsfile.refinitiv.com/getnewsfile/v1/story?guid=urn:newsml:reuters.com:20240213:nRSM0260Da&default-theme=true

RNS Number : 0260D  Zenith Energy Ltd  13 February 2024

February 13, 2024

ZENITH ENERGY LTD.

("Zenith" or the "Company")

Completion of financing with institutional support

Zenith Energy Ltd. ("Zenith" or the "Company") (LSE: ZEN; OSE: ZENA; OTCQB:
ZENAF), the listed international energy production and development company
with a focus on opportunities in Central Asia and the USA, is pleased to
announce that it has completed private placement 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 two Directors, Mr.
Andrea Cattaneo and Mr. Luca Benedetto, respectively the Chief Executive
Officer and Chief Financial Officer of the Company, to raise an aggregate
total amount of approximately £1,260,000 (equivalent to approx. 16,814,000
NOK and US$1,590,000), resulting in the issuance of a total of 37,856,250 new
common shares.

Issue Price

The Financings were completed at price of £0.03 (3 pence) for the UK
Financing and NOK 0.42 for the Norwegian Financing, representing a premium
in respect of the closing price of the Company's equity securities on both the
London Stock Exchange and Euronext Growth Oslo on February 12, 2024.

Use of Proceeds

The proceeds of the Financings will be used to fund the Company's publicly
announced acquisition campaign in the US, to provide additional funding for
Zenith's existing production and development portfolio in Italy, as well as
for general working capital purposes.

Norwegian Financing

Zenith has issued a total of 29,556,250 common shares of no-par value in the
capital of the Company in connection with the Norwegian Financing (the
"Norwegian Financing Common Shares") to raise gross proceeds of 12,373,600 NOK
(approximately £927,000).

An application for the Norwegian 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 "Norwegian
Financing Admission") will be made within 12 months of the issue of
the Norwegian Financing Common Shares.

UK Financing

Zenith has issued a total of 8,300,000 common shares of no-par value in the
capital of the Company in connection with the UK Financing (the "UK Financing
Common Shares") to raise gross proceeds of £249,000 (approximately 3,324,000
NOK).

An application 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") will be made.

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. (BST) on approximately February 22, 2024.

Debt Settlement

The Company has allotted 2,658,914 Common Shares ("Debt Settlement Shares") to
certain service providers in lieu of cash settlement for services provided to
Zenith for a total value of 1,116,400 NOK (approximately £84,000).

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

An application 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 "Norwegian Financing
Admission") will be made within 12 months of the issue of the Debt Settlement
Shares.

Director Dealing/ PDMR Shareholding

Mr. Andrea Cattaneo, Chief Executive Officer & President of Zenith, has
participated in the Norwegian Financing by subscribing for 7,712,946 common
shares of no-par value in the capital of the Company.

Upon the Norwegian Financing Admission, Mr. Cattaneo will be directly
beneficially interested in a total of   24,429,337 common shares in the
capital of the Company, representing 9.00% percent of the total issued and
outstanding common share capital of the Company admitted to trading on the
Euronext Growth Oslo.

Mr. Luca Benedetto, Chief Financial Officer of Zenith, also participated in
the Norwegian Financing by subscribing for 921,983 common shares of no-par
value in the capital of the Company.

Upon the Norwegian Financing Admission, Mr. Benedetto will be directly
beneficially interested in a total of 3,694,655 common shares in the capital
of the Company, representing 1.36% 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 information resulting
from Admission of the UK Financing Common Shares, the Norwegian Financing
Common Shares, and the Debt Settlement Shares.

 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           201,437,074                 1                                   201,437,074
 the London Stock Exchange on Admission.
 Common Shares in issue and admitted to trading on the Euronext Growth Market           271,545,401         1                                        271,545,401
 of the Oslo Børs, representing the newly enlarged outstanding share capital

 of the Company.

 

Luca Benedetto, Chief Financial Officer, commented:

"We are pleased to have attracted the continued support of institutional
shareholders, including Premier Miton Investors, a long-standing investor in
Zenith.

 

The Company is at a key juncture in its development as it vigorously pursues
the three publicly announced arbitrations against the Republic of Tunisia and
ETAP for a total cumulative claimed amount of approx. US$140 million, its
legal case against SMP Energies in the Paris Commercial Court, as well as its
acquisition of revenue generating energy production assets in Italy and the
US.

 

In addition, we are advancing the recently announced conditional acquisition
of Devonian Petroleum Limited, with the planned transportation of the
Company's fully owned drilling rig and ancillary equipment to the Republic of
Kazakhstan, which we are seeking to fund by way of debt financing.

 

The Board believes that there are significant opportunities for shareholder
value creation during 2024."

 

 

 

Further Information:

 Zenith Energy Ltd

Andrea Cattaneo, Chief Executive Officer     Tel: +1 (587) 315 1279

                                               E:       info@zenithenergy.ca (mailto:info@zenithenergy.ca)
 Allenby Capital Limited - Financial Adviser   Tel: + 44 (0) 203 328 5656

 Nick Harriss

 Daniel Dearden-Williams

 

Notes to Editors:

 

Zenith Energy Ltd. is a revenue generating, independent energy company with
energy production, exploration and development assets in North Africa, the US
and Europe. The Company is listed on the London Stock Exchange Main Market
(LSE: ZEN), the Euronext Growth of the Oslo Stock Exchange (OSE: ZENA) and
the Venture Market of the OTCQB (OTCQB: ZENAF).

 

Zenith's strategic focus is on pursuing development opportunities 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

                                                                   Common Shares of No Par Value

      Identification code                                          CA98936C8584
 b)   Nature of the transaction                                    Subscription for Common Shares
 c)   Price(s) and volumes(s)                                      Price(s)                     Volume(s)
      NOK 0.42                                                                                  7,712,946
 d)   Date of the transaction(s)                                   February 13, 2024
 e)   Place of the transaction                                      Off Market

 

 

  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
 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

                                                                   Common Shares of No Par Value

      Identification code                                          CA98936C8584
 b)   Nature of the transaction                                    Subscription for Common Shares
 c)   Price(s) and volumes(s)                                      Price(s)                     Volume(s)
      NOK 0.42                                                                                  3,694,655
 d)   Date of the transaction(s)                                   February 13, 2024
 e)   Place of the transaction                                      Off Market

 

 

This information is provided by RNS, the news service of the London Stock Exchange. RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. Terms and conditions relating to the use and distribution of this information may apply. For further information, please contact
rns@lseg.com (mailto:rns@lseg.com)
 or visit
www.rns.com (http://www.rns.com/)
.

RNS may use your IP address to confirm compliance with the terms and conditions, to analyse how you engage with the information contained in this communication, and to share such analysis on an anonymised basis with others as part of our commercial services. For further information about how RNS and the London Stock Exchange use the personal data you provide us, please see our
Privacy Policy (https://www.lseg.com/privacy-and-cookie-policy)
.   END  IOEGZGMZNFFGDZM