THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
THIS ANNOUNCEMENT AND THE INFORMATION IN IT, IS RESTRICTED, AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS ANNOUNCEMENT
FURTHER, THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND SHALL NOT CONSTITUTE, OR FORM THE BASIS OF AN OFFER TO SELL OR ISSUE OR THE SOLICITATION OF AN OFFER TO BUY, SUBSCRIBE FOR OR OTHERWISE ACQUIRE ANY NEW OR EXISTING ORDINARY SHARES OF PROVIDENCE RESOURCES PLC IN ANY JURISDICTION IN WHICH ANY SUCH OFFER OR SOLICITATION WOULD BE UNLAWFUL
Capitalised terms not otherwise defined in the text of this Announcement have the meanings given in the Company's announcement regarding the proposed Fundraising released earlier today.
Providence Resources P.l.c.
Result of Fundraising
Dublin and London – 6 April, 2020 – Providence Resources P.l.c. (PVR LN, PRP ID), the Irish based energy company (“Providence” or the “Company”), announced earlier today details of a conditional fundraising to raise approximately US$3.0 million (before expenses) to be completed by way of an accelerated bookbuild process (the “Bookbuild”) which was managed by Cenkos, Davy and Mirabaud, the Company’s brokers (together the “Joint Bookrunners”).
The Company is pleased to confirm that the Bookbuild has been completed and the Company has, conditionally, raised gross proceeds of £2.7 million (equivalent to approximately US$3.3 million) through the issue of 157,973,004 Placing Securities and 20,000,000 Subscription Securities (each of which shall comprise one New Ordinary Share, one 3p Warrant and one 9p Warrant) at a price of 1.5p each (the “Issue Price”).
Accordingly, a total of 177,973,004 New Ordinary Shares will be issued pursuant to the Fundraising, representing approximately 21 per cent of the Company's issued Ordinary Shares following Admission together with an aggregate of 177,973,004 3p Warrants and 177,973,004 9p Warrants. The New Ordinary Shares will be issued and credited as fully paid and will rank in full for all dividends and other distributions declared, made or paid after the admission of those Ordinary Shares and will otherwise rank on Admission pari passu in all respects with each other and with the existing Ordinary Shares in the Company.
The Issue Price represents a discount of 13 per cent. to the closing price of an existing Ordinary Share of 1.73p on 3 April 2020, being the latest practicable date on which the Company’s shares traded on AIM and Euronext Growth ahead of this announcement.
The Placing is conditional upon, amongst other things:
- the passing of the Resolutions without amendment to be proposed at the Extraordinary General Meeting;
- the Placing Agreement having become unconditional (save for Admission) and not having been terminated in accordance with its terms prior to Admission; and
- Admission taking place by no later than 8.00 a.m. on 6 May 2020 (or such later date as the Joint Bookrunners may agree in writing with the Company, being not later than 8.00 a.m. on 20 May 2020).
If any of the conditions are not satisfied, the Placing Securities and the Subscription Securities will not be issued and Admission of the New Ordinary Shares will not take place.
Related Party Transaction
Pageant Holdings Ltd (“Pageant”) has conditionally agreed to subscribe for 40,381,751 Placing Securities at the Issue Price pursuant to the Placing. As a substantial shareholder of the Company, Pageant is a related party for the purposes of the AIM Rules and the Euronext Growth Rules. The directors of the Company consider, having consulted with the Company's nominated adviser, Cenkos, and Euronext Growth adviser, Davy, that the terms of the subscription by Pageant is fair and reasonable insofar as the Company's shareholders are concerned.
Directors’ Participation
As set out below, certain Directors of the Company and Persons Discharging Managerial Responsibility, have agreed to subscribe for a total of 2,922,663 Placing Securities in the Placing.
Their individual participation is as follows:
| Resultant Holding | ||||
| Name | Position | Number of Placing Securities | Number of Ordinary Shares | % of Enlarged Issued Share Capital |
| Pat Plunkett | Chairman | 1,000,000 | 2,750,000 | 0.33 |
| Alan Linn | CEO | 882,961 | 882,961 | 0.11 |
| Angus McCoss | Non-Executive Director | 333,333 | 333,333 | 0.04 |
| Simon Brett | CFO | 706,369 | 706,369 | 0.08 |
Next Steps
The Extraordinary General Meeting is expected to be held on 5 May 2020 for the purpose of passing the Placing Resolutions.
The Circular, containing the Notice of the Extraordinary General Meeting, sets out the Placing Resolutions and further details on the Fundraising and is expected to be despatched to Shareholders of the Company on or about 9 April 2020.
Application will be made to the London Stock Exchange and Euronext Dublin for the New Ordinary Shares to be admitted to trading on AIM and Euronext Growth. It is expected that admission to trading on each exchange ("Admission") will become effective and that dealings in the New Ordinary Shares will commence on AIM and Euronext Growth at 8.00 a.m. on 6 May 2020.
The total issued share capital of the Company, as increased by the New Ordinary Shares, immediately following Admission (and excluding any issues of shares pursuant to the exercise of any employee share incentives between the date of this Announcement and Admission) will be 835,397,852 Ordinary Shares.
The expected timetable set out in the Company's announcement regarding the proposed Fundraising released earlier today remains unchanged and is, for reference, set out again below.
| Announcement of the Fundraising | 6 April 2020 |
| Announcement of the results of the Fundraising | 6 April 2020 |
| Posting of the Circular and the Forms of Proxy | 9 April 2020 |
| Last time and date for receipt of Forms of Proxy for use at the Extraordinary General Meeting | 11.00 a.m. on 3 May 2020 |
| Voting Record Date | 6.00 p.m. on 3 May 2020 |
| Extraordinary General Meeting | 11.00 a.m. on 5 May 2020 |
| Admission effective and dealings in New Ordinary Shares expected to commence on AIM and Euronext Growth | 8.00 a.m. on 6 May 2020 |
| Notes: | |
| |
For further information please contact the following:
| Providence Resources P.l.c. | Tel: +353 1 219 4074 |
| Alan Linn, Chief Executive Officer Pat Plunkett, Chairman | |
| Cenkos Securities plc | Tel: +44 131 220 6939 |
| Neil McDonald Derrick Lee Joe Nally (Corporate Broking) | |
| J&E Davy | Tel: +353 1 679 6363 |
| Anthony Farrell John Frain | |
| Mirabaud Securities Limited | Tel: + 44 20 3167 7221 |
| Peter Krens | |
| MEDIA ENQUIRIES | |
| Murray Consultants | Tel: +353 1 498 0300 / 353 87 255 8300 |
| Pauline McAlester |
| 1. | Details of the person discharging managerial responsibilities/ person closely associated | |||
| a) | Name | Pat Plunkett | ||
| 2. | Reason for the notification | |||
| a) | Position/status | Chairman | ||
| b) | Initial notification/ Amendment | Initial Notification | ||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||
| a) | Name | Providence Resources P.l.c. (the “Company”) | ||
| b) | LEI | 635400DSMSR5LZVGDI48 | ||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv) each place where transactions have been conducted | |||
| a) | Description of the financial instrument, type of instrument | A Placing Security comprising:
| ||
| Identification code | IE00B66B5T26 | |||
| b) | Nature of the transaction | Acquisition pursuant to a Placing | ||
| c) | Price(s) and volume(s) | Price(s) | Volume(s) | |
| 1.5 pence | 1,000,000 | |||
| d) | Aggregated information - Aggregated volume - Weighted average price - Aggregated price | n/a (single transaction) | ||
| e) | Date of the transaction | 6 April 2020 | ||
| f) | Place of the transaction | London Stock Exchange, AIM | ||
| 1. | Details of the person discharging managerial responsibilities/ person closely associated | |||
| a) | Name | Alan Linn | ||
| 2. | Reason for the notification | |||
| a) | Position/status | CEO | ||
| b) | Initial notification/ Amendment | Initial Notification | ||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||
| a) | Name | Providence Resources P.l.c. (the “Company”) | ||
| b) | LEI | 635400DSMSR5LZVGDI48 | ||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv) each place where transactions have been conducted | |||
| a) | Description of the financial instrument, type of instrument | A Placing Security comprising:
| ||
| Identification code | IE00B66B5T26 | |||
| b) | Nature of the transaction | Acquisition pursuant to a Placing | ||
| c) | Price(s) and volume(s) | Price(s) | Volume(s) | |
| 1.5 pence | 882,961 | |||
| d) | Aggregated information - Aggregated volume - Weighted average price - Aggregated price | n/a (single transaction) | ||
| e) | Date of the transaction | 6 April 2020 | ||
| f) | Place of the transaction | London Stock Exchange, AIM | ||
| 1. | Details of the person discharging managerial responsibilities/ person closely associated | |||
| a) | Name | Angus McCoss | ||
| 2. | Reason for the notification | |||
| a) | Position/status | 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 | Providence Resources P.l.c. (the “Company”) | ||
| b) | LEI | 635400DSMSR5LZVGDI48 | ||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv) each place where transactions have been conducted | |||
| a) | Description of the financial instrument, type of instrument | A Placing Security comprising:
| ||
| Identification code | IE00B66B5T26 | |||
| b) | Nature of the transaction | Acquisition pursuant to a Placing | ||
| c) | Price(s) and volume(s) | Price(s) | Volume(s) | |
| 1.5 pence | 333,333 | |||
| d) | Aggregated information - Aggregated volume - Weighted average price - Aggregated price | n/a (single transaction) | ||
| e) | Date of the transaction | 6 April 2020 | ||
| f) | Place of the transaction | London Stock Exchange, AIM | ||
| 1. | Details of the person discharging managerial responsibilities/ person closely associated | |||
| a) | Name | Simon Brett | ||
| 2. | Reason for the notification | |||
| a) | Position/status | CFO | ||
| b) | Initial notification/ Amendment | Initial Notification | ||
| 3. | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |||
| a) | Name | Providence Resources P.l.c. (the “Company”) | ||
| b) | LEI | 635400DSMSR5LZVGDI48 | ||
| 4. | Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; (iv) each place where transactions have been conducted | |||
| a) | Description of the financial instrument, type of instrument | A Placing Security comprising:
| ||
| Identification code | IE00B66B5T26 | |||
| b) | Nature of the transaction | Acquisition pursuant to a Placing | ||
| c) | Price(s) and volume(s) | Price(s) | Volume(s) | |
| 1.5 pence | 706,360 | |||
| d) | Aggregated information - Aggregated volume - Weighted average price - Aggregated price | n/a (single transaction) | ||
| e) | Date of the transaction | 6 April 2020 | ||
| f) | Place of the transaction | London Stock Exchange, AIM | ||