TIDMTRP
RNS Number : 0698X
Tower Resources PLC
18 December 2023
THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR
DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO
OR FROM THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH
AFRICA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD
CONSTITUTE A BREACH OF THE RELEVANT SECURITIES LAWS OF SUCH
JURISDICTION.
This announcement does not constitute a prospectus or offering
memorandum or an offer in respect of any securities and is not
intended to provide the basis for any decision in respect of Tower
Resources PLC or other evaluation of any securities of Tower
Resources PLC or any other entity and should not be considered as a
recommendation that any investor should subscribe for or purchase
any such securities.
18 December 2023
Tower Resources plc
("Tower" or the "Company")
Signing of Rig Contract for Cameroon
Proposed Subscription to raise approximately GBP600,000
Tower Resources plc (AIM: TRP), the AIM-listed oil and gas
company focused on Africa, is pleased to announce that it has
executed a contract with Borr Drilling Limited ("Borr") for the
hire of the Norve jack-up rig, one of Borr's fleet of
high-specification drilling units, (the "Rig" or the "Norve") to
drill the NJOM-3 well on Tower's Thali license in Cameroon in
2024.
The Company is also announcing its intention to raise gross
proceeds of approximately GBP600,000 through subscriptions for
approximately 3,000,000,000 ordinary shares of 0.001p each (the
"Subscription Shares") at a price of 0.02p per Subscription Share
(the Subscription Price), representing a discount of approximately
13% to the closing bid price of the shares on 15 December 2023. It
is intended that Jeremy Asher, Chairman & CEO, will subscribe
for GBP80,000 of new ordinary shares as part of the
Subscription.
The Rig Contract
The Rig is currently subject to existing contracts to deliver a
series of wells, whose timing are naturally subject to operational
uncertainty. Following the completion of those wells, the Rig is
expected to be available in Cameroon between April and August 2024.
Subject to the Rig being available during this time period, the
Company therefore anticipates that the NJOM-3 well will be spudded
in Q2 or possibly Q3 of 2024. The expected date range for the Rig's
availability will be narrowed as it draws nearer.
The contract is also subject to conditions precedent concerning
the final documentation of the Company's Thali license extension,
and prepayment of a portion of the expected rig hire. Other terms
of the contract are confidential, but the Company can confirm that
the contracted day rate for the Rig is in line with the Company's
latest cost projections.
The Norve, constructed in 2011 at the PPL shipyard, Singapore,
is capable of operating in water depths of up to 400 ft, and its
specifications may be found via the link here:
https://borrdrilling.com/wp-content/uploads/2020/01/Borr-Drilling-Norve-06-Jan-2020.pdf
Proposed Subscription
The proposed Subscription is being made to fund working capital
and work programme commitments in all three of the Company's
licenses over the coming months, while the documentation of the
Company's license extension in Cameroon and current farm-out
discussions are concluded.
The subscription would raise gross proceeds of approximately
GBP600,000 through the issue of approximately 3,000,000,000
ordinary shares of 0.001p each at a price of 0.02p per Subscription
Share, representing a discount of approximately 13% to the closing
bid price of the shares on 15 December 2023.
It is intended that Jeremy Asher, Chairman & CEO, will
subscribe for GBP80,000 of new ordinary shares as part of the
Subscription, and it is also intended to offer the brokers a
warrant covering 65 million new ordinary shares for a period of
three years at a strike price of 0.04p per share.
A further announcement is expected to be made shortly in respect
of the proposed Subscription.
Tower Resources Chairman & CEO, Jeremy Asher, commented:
"Signing the Rig contract is a significant step forward in the
development of our Cameroon assets and moves us toward spudding the
NJOM-3 well in 2024. The Norve Rig was chosen both for its high
specification and its anticipated window of availability.
"Our next steps will be to finalise the documentation of the
Thali license extension with the Ministry of Mines, Industry and
Technological Development ("MINMIDT"), and to move our farm-out
discussions with multiple parties towards a conclusion, we hope
during the first quarter of 2024. As we have explained in the past,
our plan is to fund the well primarily with asset-level financing,
and we still believe that is realistic.
"While we finalise the farm-out discussions, we have chosen to
raise a small amount of capital of which I am investing GBP80,000.
We envisage that the majority of the remaining well cost will come
from asset-level financing. I have chosen to participate in this
fundraising myself, as I have in several of our previous recent
fundraisings, reflecting my personal commitment to this project and
my confidence in its success."
IMPORTANT NOTICE
This announcement does not constitute or form part of any offer
or invitation to purchase, or otherwise acquire, subscribe for,
sell, otherwise dispose of or issue, or any solicitation of any
offer to sell, otherwise dispose of, issue, purchase, otherwise
acquire or subscribe for, any security in the capital of the
Company in any jurisdiction.
The information contained in this announcement is not to be
released, published, distributed or transmitted by any means or
media, directly or indirectly, in whole or in part, in or into the
United States or to any US Person. This announcement does not
constitute an offer to sell, or a solicitation of an offer to buy,
securities in the United States or to any US Person. Securities may
not be offered or sold in the United States absent: (i)
registration under the Securities Act; or (ii) an available
exemption from registration under the Securities Act. The
securities mentioned herein have not been, and will not be,
registered under the Securities Act and will not be offered to the
public in the United States.
This announcement does not constitute an offer to buy or to
subscribe for, or the solicitation of an offer to buy or subscribe
for, Ordinary Shares in the capital of the Company or any other
security in any jurisdiction in which such offer or solicitation is
unlawful. The securities mentioned herein have not been, and the
Ordinary Shares will not be, qualified for sale under the laws of
any of Canada, Australia, the Republic of South Africa or Japan and
may not be offered or sold in Canada, Australia, the Republic of
South Africa or Japan or to any national, resident or citizen of
Canada, Australia, the Republic of South Africa or Japan. Neither
this announcement nor any copy of it may be sent to or taken into
the United States, Canada, Australia, the Republic of South Africa
or Japan. In addition, the securities to which this announcement
relates must not be marketed into any jurisdiction where to do so
would be unlawful.
Note regarding forward-looking statements
This announcement contains certain forward-looking statements
relating to the Company's future prospects, developments and
business strategies. Forward-looking statements are identified by
their use of terms and phrases such as "targets" "estimates",
"envisages", "believes", "expects", "aims", "intends", "plans",
"will", "may", "anticipates", "would", "could" or similar
expressions or the negative of those, variations or comparable
expressions, including references to assumptions.
The forward-looking statements in this announcement are based on
current expectations and are subject to risks and uncertainties
which could cause actual results to differ materially from those
expressed or implied by those statements. These forward-looking
statements relate only to the position as at the date of this
announcement. Neither the Directors nor the Company undertake any
obligation to update forward looking statements, other than as
required by the AIM Rules for Companies or by the rules of any
other applicable securities regulatory authority, whether as a
result of the information, future events or otherwise. You are
advised to read this announcement and the information incorporated
by reference herein, in its entirety. The events described in the
forward-looking statements made in this announcement may not
occur.
Neither the content of the Company's website (or any other
website) nor any website accessible by hyperlinks on the Company's
website (or any other website) is incorporated in, or forms part
of, this announcement.
Any person receiving this announcement is advised to exercise
caution in relation to the Placing. If in any doubt about any of
the contents of this announcement, independent professional advice
should be obtained.
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
Jeremy Asher
Chairman & CEO
Andrew Matharu
VP - Corporate Affairs +44 20 7157 9625
BlytheRay
Financial PR
Tim Blythe
Megan Ray +44 20 7138 3208
SP Angel Corporate Finance
LLP
Nominated Adviser and Joint
Broker
Stuart Gledhill
Kasia Brzozowska +44 20 3470 0470
Axis Capital Markets Limited
Joint Broker
Lewis Jones
Ben Tadd +44 203 026 2689
Novum Securities Ltd
Joint Broker
Jon Bellis
Colin Rowbury +44 20 7399 9400
Panmure Gordon (UK) Limited
Joint Broker
John Prior
Hugh Rich +44 20 7886 2500
About Tower Resources
Tower Resources plc is an AIM listed energy company building a
balanced portfolio of energy opportunities in Africa across the
exploration and production cycle in oil and gas and beyond. The
Company's current focus is on advancing its operations in Cameroon
to deliver cash flow through short-cycle development and rapid
production with long term upside, and de-risking attractive
exploration licenses through acquiring 3D seismic data in the
emerging oil and gas provinces of Namibia and South Africa, where
world-class discoveries have recently been made.
Tower's strategy is centred around stable jurisdictions that the
Company knows well and that offer excellent fiscal terms. Through
its Directors, staff and strategic relationship with EPI Group,
Tower has access to decades of expertise and experience in Cameroon
and Namibia, and its joint venture with New Age builds on years of
experience in South Africa.
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END
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