TIDMTOM
RNS Number : 6175C
TomCo Energy PLC
14 June 2023
14 June 2023
TOMCO ENERGY PLC
("TomCo" or the "Company")
GBP500,000 Equity Fundraise
Cancellation of Convertible Loan Note Facility
TomCo Energy plc (AIM: TOM), the US operating oil development
group focused on using innovative technology to unlock
unconventional hydrocarbon resources, announces that the Company
has raised, in aggregate, gross proceeds of GBP500,000, by way of a
GBP400,000 placing (the "Placing") and a GBP100,000 subscription,
for, in aggregate, 625,000,000 new ordinary shares of no-par value
each in the capital of the Company ("Ordinary Shares") (together,
the "Fundraise Shares") at a price of 0.08 pence per share (the
"Fundraise").
The Fundraise Shares will represent approximately 20.7 per cent.
of the Company's enlarged issued share capital. The Fundraise price
represents a discount of approximately 18.8 per cent. to the
mid-market closing price on AIM of 0.0985 pence per Ordinary Share
on 13 June 2023, being the latest practicable business day prior to
the publication of this announcement.
The Placing was arranged by Novum Securities Limited ("Novum"),
the Company's broker. Accordingly, in connection with the Placing,
the Company has also agreed to issue 30,000,000 'broker' warrants
to Novum, giving them the right to acquire such number of new
ordinary shares at an exercise price of 0.08 pence for a period of
two years from the date of this announcement.
Novum has entered into an agreement with TomCo (the "Placing
Agreement") under which, subject to the conditions set out therein,
Novum has been instructed by TomCo to assume the duties of placing
agent to target subscribers for the Placing shares. The Placing
Agreement includes customary provisions including that the Placing
Agreement can be terminated, inter alia, if (i) there is a breach
of any material warranty, or any of the other obligations on the
Company which is material in the context of the Placing, and (ii)
in the reasonable opinion of Novum there has occurred a material
adverse change in the business of or the financial or trading
position of the Company, or (iii) the name or reputation of Novum
is likely to be prejudiced if it continues to act as placing
agent.
Cancellation of Convertible Loan Note Facility
On 30 March 2023, the Company entered into an unsecured
committed facility for up to GBP1,000,000 via a convertible loan
note instrument and associated subscription and put option
agreement (together, the "Convertible Loan"). As previously
announced, an initial GBP250,000 tranche of the Convertible Loan
was drawn down and GBP225,000 principal amount and associated
accrued interest thereon has already been converted. There remains
GBP25,000 principal amount outstanding under the Convertible Loan,
full details of which were set out in the Company's announcement of
30 March 2023.
The Convertible Loan has now been cancelled with the agreement
of the parties concerned such that no further amounts will be
available to be drawndown by the Company.
Background to the Fundraise
The Fundraise has been undertaken to materially replace the
abovementioned facility and provide additional funds to cover the
Company's anticipated expenditure as it progresses its plans for
Greenfield in relation to the Tar Sands Holdings II LLC ("TSHII")
site located in the Uinta Basin, Utah, United States. As previously
announced, Greenfield owns a 10% Membership Interest in TSHII with
an exclusive option, at its sole discretion, to acquire the
remaining 90% of the Membership Interests for additional cash
consideration of US$17.25 million up to 31 December 2023 (the
"Option"), together with a matching right as detailed in the
Company's announcement of 6 June 2023.
The Company remains in discussions to secure a potential funding
package for Greenfield, that would, inter alia, enable Greenfield
to ultimately exercise the Option and pursue its previously
announced wider development plans. These funding discussions have
taken significantly longer than expected, but the Company remains
in active discussions, as recently outlined in the Company's
announcement of 6 June 2023 to potentially dispose of a majority
stake in Greenfield to a partner(s) in return for, inter alia,
certain upfront cash consideration, a continuing minority equity
participation for TomCo in Greenfield (without the requirement for
further capital contributions from TomCo) and the provision of a
sizeable funding package to Greenfield. The Company remains
optimistic that an appropriate transaction can be successfully
agreed in Q3 2023, but continues to explore alternative funding
routes for Greenfield, including reserves based funding.
However, there can be no certainty that an appropriate funding
proposal for Greenfield will ultimately be successfully concluded
or as to the precise terms or structure of any such funding package
or alternative financing arrangements for Greenfield. Further
announcements will be made in due course as appropriate.
Admission and Total Voting Rights
Application will be made to the London Stock Exchange for the
625,000,000 Fundraise Shares to be admitted to trading on AIM
("Admission"). It is expected that Admission will become effective
and that dealings in the Fundraise Shares on AIM will commence at
8.00 a.m. on or around 28 June 2023.
On Admission, the Company's issued share capital will consist of
3,020,069,217 Ordinary Shares, each with one voting right. There
are no shares held in treasury. Therefore, the Company's total
number of Ordinary Shares and voting rights will be 3,020,069,217
and this figure may be used by shareholders following Admission as
the denominator for the calculations by which they will determine
if they are required to notify their interest in, or a change to
their interest in, the Company under the FCA's Disclosure Guidance
and Transparency Rules.
Enquiries :
TomCo Energy plc
Malcolm Groat (Chairman) / John Potter (CEO) +44 (0)20 3823 3635
Strand Hanson Limited (Nominated Adviser)
James Harris / Matthew Chandler +44 (0)20 7409 3494
Novum Securities Limited (Broker)
Jon Belliss / Colin Rowbury +44 (0)20 7399 9402
IFC Advisory Limited (Financial PR)
Tim Metcalfe / Florence Chandler +44 (0)20 3934 6630
For further information, please visit www.tomcoenergy.com .
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulation (EU) No. 596/2014 as it forms part of
United Kingdom domestic law by virtue of the European Union
(Withdrawal) Act 2018, as amended by virtue of the Market Abuse
(Amendment) (EU Exit) Regulations 2019. .
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END
IOEUOVRROBUNAUR
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June 14, 2023 02:00 ET (06:00 GMT)
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