REG - Borders & Southern - £1.5 million Fundraising

Borders and Southern PetroleumAnnouncement

02/10/2024 07:00

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RNS Number : 5532G  Borders & Southern Petroleum plc  02 October 2024

THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN, IS RESTRICTED AND IS
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN, INTO ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA, THE
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OF SOUTH AFRICA, OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION.

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION AS DEFINED IN ARTICLE 7 OF THE
CURRENT UK VERSION OF MARKET ABUSE REGULATION EU NO. 596/2014. UPON THE
PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO
BE IN THE PUBLIC DOMAIN.

 

2 October 2024

 

 

Borders & Southern Petroleum plc

("Borders & Southern" or the "Company")

 

£1.5 million Fundraising

 

Borders & Southern (AIM: BOR), the London based independent oil and gas
company with assets offshore the Falkland Islands, is pleased to announce that
it has raised £1.5 million, before expenses to advance the development of its
100% owned Darwin Gas Condensate discovery (the "Fundraising"). The
Fundraising comprises a placing and a subscription by a majority of the
Company's directors.

 

The Fundraising will comprise the issue, in aggregate of 100,000,000 new
ordinary shares in the Company ("Ordinary Shares") at a price of 1.5 pence
(the "Issue Price") per new Ordinary Share. The Issue Price is an approximate
16.67 per cent. discount to the Company's closing mid price of 1.8 pence on 1
October 2024.

 

Highlights of the Fundraising:

 

·    £1.5 million raised through the placing of 69,666,666 ordinary
shares (the "Placing Shares") at the Issue Price (the "Placing") and
subscription of 30,333,334 ordinary shares (the "Subscription Shares" and
together with the Placing Shares, the "Fundraise Shares") at the Issue Price
(the "Subscription")

·    The Fundraising received significant board support from a majority of
the board with Harry Dobson (Chairman), Harry Baker (CEO), and non-executive
directors Sean Guest and Will Hodson all participating and subscribing for a
total of £505,000, demonstrating continued alignment with shareholders and
commitment to, and belief in, the future success of the business

·    The Company has engaged a new international advisor to assist in
moving the Darwin project forward towards appraisal of the Darwin discovery
and is encouraged thus far by progress on the recently relaunched farm-out
process

 

Use of Proceeds

 

The proceeds of the Fundraising will be used to fund the Company's Licence
fees, Discovery Area fees, technical and commercial studies, general &
administrative expenses and, more generally, to advance the Company's Darwin
project towards appraisal of the Darwin discovery.

 

Harry Baker, Chief Executive Officer of Borders & Southern, commented:

 

"We are seeking to bring in a partner to move Darwin forward by either testing
Darwin East or drilling another target and, as previously stated, have engaged
a new International advisor to assist in this process. The funds raised will
assist the Company in progressing this. We are encouraged by progress on the
recently relaunched farm-out process thus far and look forward to providing
further updates in the coming months.

 

"We only raised one year's overheads as we believe that the Company can make
progress on the farm-out which would place it in a much stronger position in
the future.

 

"We would also like to thank existing shareholders and new investors for their
support in the Fundraising."

 

Director Participation and Related Party Transaction

 

Certain directors of the Company participated in the Fundraise, details of
which are outlined below:

 

 Name          Position                 Number of Fundraise Shares subscribed for  Shareholding following Admission  Percentage of enlarged share capital
 Harry Dobson  Non-Executive Chairman   28,000,000                                 109,372,000                       13.2%
 Harry Baker   Chief Executive Officer  3,333,333                                  3,333,333                         0.4%
 Sean Guest    Non-Executive Director   1,666,667                                  1,666,667                         0.2%
 Will Hodson   Non-Executive Director   666,667                                    666,667                           0.08%

 

The participation of Harry Dobson, Harry Baker, Will Hodson and Sean Guest in
the Fundraise are related party transactions for the purposes of AIM Rule 13
of the AIM Rules for Companies due to them being directors of the Company, and
in the case of Harry Dobson, also a substantial shareholder. The Director of
the Company independent of Mr Dobson, Mr Baker, Mr Hodson and Mr Guest, being
Peter Fleming, considers, having consulted with SP Angel Corporate Finance
LLP, the Company's Nominated Adviser, that the terms of the Director's
participation in the Fundraise are fair and reasonable in so far as the
Company's shareholders are concerned.

 

The participation of Alan Brimacombe, a substantial shareholder in the
Company, in the Fundraise is also a related party transaction for the purpose
of AIM Rule 13 of the AIM Rules for Companies. The Directors of the Company
independent of the Fundraise, being Peter Fleming, considers, having consulted
with SP Angel Corporate Finance LLP, the Company's Nominated Adviser, that the
terms of Alan Brimacombe's participation in the Fundraise are fair and
reasonable in so far as the Company's shareholders are concerned.

 

 

Admissions and Total Voting Rights

 

Application has been made for admission of the Fundraise Shares to trading on
AIM ("Admission") and it is expected that Admission will occur on or around 8
October 2024. The Fundraise Shares will rank pari passu with the existing
Ordinary Shares of 1 pence each in the capital of the Company.

 

Following Admission, the total issued share capital of the Company will
consist of 830,814,456 Ordinary Shares each with voting rights. The Company
does not hold any Ordinary Shares in treasury. Therefore, the total number of
voting rights in the Company will be 830,814,456 and this is the figure may be
used by shareholders as the denominator for the calculations by which they
will determine if they are required to notify their interest in, or a change
in their interest in, the share capital of the Company under the FCA's
Disclosure Guidance and Transparency Rules.

 

Broker Warrants

 

In connection with the Fundraising, the Company has granted 1,326,666 broker
warrants to SP Angel Corporate Finance LLP, exercisable at the Issue Price for
a period of three years.

 

 

For further information please visit www.bordersandsouthern.com or contact:

 

Borders & Southern Petroleum plc

Harry Baker, Chief Executive Tel: 020 7071 6984

 

SP Angel Corporate Finance LLP (Nominated Adviser and Broker)

Stuart Gledhill / Richard Hail / Adam Cowl Tel: 020 3470 0470

 

Tavistock (Investor Relations)

Simon Hudson / Nick Elwes Tel: 020 7920 3150

 

 

Notes:

 

Borders & Southern Petroleum plc is an oil & gas company admitted to
trading on AIM  (BOR). The Company operates and has a 100% interest in three
Production Licences in the South Falkland Basin covering an area of nearly
10,000 square kilometres. The Company has acquired 2,517 square kilometres of
3D seismic and has drilled two exploration wells, making a significant gas
condensate discovery with its first well.

 

 

 

 1    Details of the person discharging managerial responsibilities / person closely

    associated

 a)                         Name                                                         1)   Harry Dobson

                                                                                         2)   Harry Baker

                                                                                         3)   Sean Guest

                                                                                         4)   Will Hodson

 2                          Reason for the notification

 a)                         Position/status                                              1)   Non-Executive Chairman

                                                                                         2)   CEO

                                                                                         3)   Non-Executive Director

                                                                                         4)   Non-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                                                         Borders & Southern Petroleum plc

 b)                         LEI                                                          2138003IZDI5FDRT6348

 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  Ordinary Shares of 1 pence each

      Identification code   ISIN: GB00B08F4599

 b)                         Nature of the transaction                                    Participating in Fundraising

 c)                         Price(s) and volume(s)

                                                                                         Price(s)              Volume(s)
                                                                                         1.5p                  28,000,000

                                                                                         1.5p                  3,333,333

                                                                                         1.5p                  1,666,667

                                                                                         1.5p                  666,667

 d)                         Aggregated information

      - Aggregated volume   N/A - Single transaction

      - Price

 e)                         Date of the transaction                                      2 October 2024

 f)                         Place of the transaction                                     London Stock Exchange, AIM

 

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