Empyrean Energy PLC £10m Equity Placement Facility secured (9651X)
2019年12月24日 - 6:00PM
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RNS Number : 9651X
Empyrean Energy PLC
24 December 2019
This announcement contains inside information
Empyrean Energy PLC / Index: AIM / Epic: EME / Sector: Oil &
Gas
Empyrean Energy PLC ("Empyrean" or the "Company")
GBP10m Equity Placement Facility secured
24 December 2019
Empyrean Energy Plc ("Empyrean"), the oil and gas development
company with interests in China, Indonesia and the United States,
is pleased to advise that it has entered into a GBP10 million
equity placement facility (the "Facility") with Long State
Investment Limited ("Long State"), a Hong Kong-based energy and
resource focused investment company. Long State's management has
over 50 years of collective experience as a group and completed
over 100 investments and financings worldwide. Long State will also
provide strategic advice and introduce potential investors both to
the Company and its projects with a general focus on Empyrean's
Asian assets.
The Facility provides Empyrean with a fully flexible funding
facility and enables it to access capital to fund its ongoing
working capital, if required, with the timing of drawdown and the
minimum issue price of any Placement Shares entirely at its
discretion. Under the terms of the Facility, Empyrean may, at its
discretion, place new ordinary shares in the Company (the
"Placement Shares") with Long State up to a total of GBP10 million
over the next 24 months. Empyrean may draw in tranches of up to
GBP200,000 (which, with the consent of Long State, may be increased
to up to GBP500,000) in any period of 20 trading days (or shorter
by mutual agreement).
Placement Shares issued to Long State under the Facility will be
priced at the average of the daily volume weighted average price
("VWAP") of Empyrean's shares on two days nominated by Long State
during the 20 trading days following submission of a placement
notice by Empyrean to Long State, provided that this price cannot
be lower than the minimum acceptable price stipulated by Empyrean
in the placement notice (the "Minimum Acceptable Price"). However,
Long State may reduce the amount requested by Empyrean by five per
cent. for each day during the Pricing Period that the daily VWAP of
the Company's shares is lower than the Minimum Acceptable
Price.
A commission of five per cent. is payable to Long State on any
drawdowns under the Facility, commensurate with standard
broker/advisor fees on such transactions, payable at the time of
issue of the Placement Shares.
The Facility may be terminated by the Company prior to
completion of the two year term without penalty and the Facility
does not restrict Empyrean obtaining any form, or combination, of
equity or debt financing from third parties or any other
source.
An activation fee of GBP20,000 is payable in cash or shares (at
Empyrean's election) when the Facility is first activated with a
further activation fee of GBP20,000 payable after the total drawn
down amount under the Facility reaches each of GBP2.5 million, GBP5
million and GBP7.5 million, respectively. Any shares issued in
respect of an activation fee are priced at the daily VWAP on the
trading day immediately prior to the payment date. No activation
fee is payable if the Facility is not used.
An implementation fee of GBP20,000 was paid in cash on the
signing of the Facility and Empyrean has also issued options to
Long State in respect of 500,000 ordinary shares in the Company,
exercisable at 12.3 pence each, being 150 per cent. of the daily
VWAP on the date prior to issue. Empyrean is required to issue
options to Long State in respect of a further 500,000 ordinary
shares when the Facility is first activated and additional tranches
of 500,000 options payable only after the total drawn down amount
under the Facility reaches GBP2.5 million, GBP5 million and GBP7.5
million respectively. The maximum number of options to be issued to
Long State under the Facility is 2,500,000. All options are priced
at 150% of the daily VWAP on the date prior to issue and have a
three-year term from the date of issue.
In addition to securing the Facility with Long State, Empyrean
has received indications of interest from potential investors and
the Company is currently exploring undertaking a potential placing
of new ordinary shares to provide additional short-term working
capital for the Company. Tom Kelly, CEO, has indicated to the Board
that he intends to participate in any such funding initiative,
should it proceed. The amount to be raised and the issue price of
any new shares has not yet been determined whilst discussions with
potential investors are ongoing and further announcements will be
made in due course.
Tom Kelly, Empyrean CEO, commented:
"While the Company continues to progress various strategic and
funding alternatives, the signing of the Facility with Long State
provides us with further funding flexibility by enabling access to
capital when and if required, with the timing and minimum pricing
at Empyrean's discretion. We also see the Facility as a means of
minimising unnecessary dilution for existing shareholders at this
time as we progress our objective to drill our first well in China
during 2020."
**ENDS**
For further information:
Empyrean Energy plc
Tom Kelly Tel: +61 8 9380 9920
Cenkos Securities plc
Neil McDonald Tel: +44 (0) 131 220 9771
Pete Lynch Tel: +44 (0) 131 220 9772
St Brides Partners Ltd
Priit Piip Tel: +44 (0) 20 7236 1177
Frank Buhagiar Tel: +44 (0) 20 7236 1177
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END
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