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Proposed placing and subscription to raise £2.5 million

Placing and Subscription

United Oil & Gas Plc is pleased to announce that it has conditionally raised £2.5 million gross by the issue of 58,823,530 new ordinary shares in the capital of the Company ("New Ordinary Shares") at a price per share of 4.25 pence. 57,411,766 New Ordinary Shares have been conditionally placed by the Company's joint brokers Optiva Securities Limited ("Optiva") and S.P. Angel Corporate Finance LLP ("SP Angel"), on behalf of the Company with institutional and other investors (including high net worth and retail investors) (the "Placing"). 1,411,764 New Ordinary Shares (the "Subscription Shares") have been conditionally subscribed for by Graham Martin, Non-Executive Chairman and Director (as detailed further below) (the "Subscription").

The Placing and Subscription is conditional on, inter alia, the passing of certain shareholder resolutions at the General Meeting to be held on 10 May 2018 and on Admission occurring on or around 11 May 2018 (or such later date as Beaumont Cornish, Optiva, SP Angel and the Company may agree, being no later than 31 May 2018), further details of which will be set out in a prospectus ("Prospectus") and in a notice of the General Meeting to be circulated to all shareholders.

The New Ordinary Shares will represent approximately 25.33 per cent. of the Existing Share Capital and 20.01 per cent. of the Enlarged Share Capital. The New Ordinary Shares will rank pari passu in all respects with Existing Ordinary Shares including all rights to dividends and other distributions declared, made or paid following Admission and will be issued as fully paid.  Application will be made for the New Ordinary Shares, which will rank pari passu with Existing Ordinary Shares, to be admitted to the Standard Segment of the Official List and to the London Stock Exchange.

 

Reasons for the Placing and Subscription and use of proceeds 

The Company is conducting the Placing and Subscription in order to support the business growth of the Group. The Proceeds will primarily be used as follows:

  • £1.0 million for the Corallian drilling costs in relation to the development of the Colter exploration well in the UK under the farmout agreement with Corallian.
  • £1.1 million for the 3D Seismic work on Colibri Project under farm-in agreement with Tullow Jamaica.

The remainder together with the existing cash resources of the Company of approximately £1.2 million will be used for general working capital, transaction expenses and other contingencies.

Graham Martin will subscribe for the Subscription Shares, for a total consideration of approximately £60,000, through Optiva, conditional on the publication by the Company of the Prospectus to be issued in connection with the Placing and Subscription and subject to Admission.

 

Brian Larkin, CEO commented: 

We are extremely pleased to continue the progress on our portfolio and with this round of funding complete, we will be in a position to meet our development objectives across our asset base in Italy, Jamaica and the United Kingdom. 

Since our establishment, we have built a strong portfolio of assets and developed a work programme, deliverable in the short term, to unlock the potential of those assets. Our strategy has always been to deliver value to shareholders by acquiring low-risk, high impact and near-term opportunities in Europe, whilst looking at high-risk, blue-sky opportunities in other regions and we would like to thank our existing and new shareholders for their ongoing support.

Beyond our current exciting portfolio, we remain committed to identifying new opportunities.  We are currently examining a number of potential opportunities to further expand  our asset base. These opportunities range from exploration licenses to a portfolio or production assets.  We will make further announcements on this in due course." 

 

Total Voting Rights

Following the issue of the Placing Shares and assuming the passing of the Resolutions at the General Meeting, the Company will have 291,068,531 Ordinary Shares in issue.

 

General Meeting

For the purposes of providing authorities to the Directors to issue the New Ordinary Shares pursuant to the Placing, the Company will shortly be posting a circular to Shareholders convening the General Meeting, a copy of which will be made available on the Company's website: www.uogplc.com. The Company will make a further announcement regarding the circular.

  

Prospectus

The Company is in the final stages of seeking approval from the Financial Conduct Authority for its prospectus (the "Prospectus") to be issued in connection with the Placing and Subscription. 

 

Optiva Securities Limited ("Optiva"), which is authorised and regulated by the FCA in the conduct of investment business, is acting exclusively for the Company and for no-one else in connection with the Placing and Admission and will not be responsible to anyone other than the Company for providing the protections afforded to customers of Optiva or for providing advice in relation to the contents of the Document, the Placing, Admission, or any transaction, arrangement, or other matter referred to in the Document.

 

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