21 February 2019
Oracle Power PLC
("Oracle" or "the Company")
Equity Placing of £500,000 at 0.425p per Ordinary Share
Oracle Power PLC (AIM:ORCP), the UK energy developer of a combined lignite coal mine and mine mouth power plant located in the south-eastern Sindh Province of Pakistan (Thar Block VI), announces that it has raised £500,000 before costs by way of a placing of 117,647,052 new ordinary shares of 0.1p each in the Company ("Ordinary Shares") (the "Placing Shares") at a price of 0.425p per Ordinary Share (the "Placing Price") (the "Placing"). The Placing Price is equal to the mid-market closing price of the Company's Ordinary Shares on 20 February 2019 (being the latest practicable date prior to this announcement).
In addition, the investors in the Placing have been issued with one warrant for each Placing Share subscribed for. Each warrant is exercisable at a price of 0.85p (a premium of 100% to the Placing Price) for a period of 24 months from the date of admission of the Placing Shares to trading on AIM ("Admission"). In the event that the warrants are exercised, the Board believes that such funding, combined with the proceeds of Placing, would be sufficient for the Company to meet its commitments up to Financial Close of a US$1.6 billion funding package, which the Company is aiming to complete by the end of Q4 2019, as previously stated.
The Placing will provide the Company with short-term working capital and allow pre-development project work with Oracle's Chinese partners, Beijing Jingneng Power Company Limited and PowerChina International Group Limited, to continue, following the Memorandum of Understanding entered into on 19 December 2018 and the subsequent pre-development funding plan announced on 31 January 2019.
As part of the Placing, Brandon Hill Capital Limited ("Brandon Hill"), Neal Griffith, a director and shareholder of Optima Worldwide Group PLC ("OWG"), the parent company of Brandon Hill, and a director of Brandon Hill, and Oliver Stansfield, a director of Brandon Hill, (together the "OWG Group") have agreed to subscribe for, in aggregate, 20,676,469 Placing Shares. On Admission, the OWG Group will be interested in 275,676,469 Ordinary Shares representing, in aggregate, 21.9% per cent of the Company's issued share capital.
Related party transaction
The OWG Group is a substantial shareholder of the Company. Accordingly, the participation of the OWG Group in the Placing constitutes a related party transactions pursuant to Rule 13 of the AIM Rules for Companies. The directors of the Company consider, having consulted with the Company's nominated adviser, Strand Hanson Limited, that the terms of the OWG Group's participation in the Placing are fair and reasonable insofar as its shareholders are concerned.
Naheed Memon, CEO of Oracle, said:
"We are pleased to confirm this equity placing, which was conducted at market price, as it will strengthen the Company's balance sheet and provide working capital as we move forward with our Chinese partners.
"The Block VI development in Thar is of material significance not only to Oracle but also to Pakistan in general, evidenced by its inclusion in the Priority List of the China Pakistan Economic Corridor. The initial phase of development carries a capital cost of US$1.6 billion and is for a gross 4 million tonnes per annum mine, feeding a 700MW power plant.
"The Company expects a steady stream of both operational and corporate newsflow over the coming months and will keep shareholders updated on its subsequent progress."
Settlement and dealings
Application will be made for the Placing Shares to be admitted to trading on AIM. Dealings in the Placing Shares on AIM are expected to commence at 8:00am on or around 27 February 2019.
Following Admission, for the purposes of the Financial Conduct Authority's Disclosure Guidance and Transparency Rules ("DTRs"), Oracle will have 1,259,468,634 Ordinary Shares in issue with voting rights attached (one vote per Ordinary Share). The Company does not hold any shares in treasury. This figure of 1,259,468,634 Ordinary Shares may be used by the Company's 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 Financial Conduct Authority's Disclosure and transparency Rules.
The information contained within this announcement is deemed to constitute inside information as stipulated under the Market Abuse Regulations (EU) No. 596/2014. Upon the publication of this announcement, this inside information is now considered to be in the public domain.
For further information please contact:
Oracle Power PLC
+44 (0) 203 580 4314
Strand Hanson Limited (Nominated Adviser)
Rory Murphy, James Harris, Jack Botros
+44 (0) 20 7409 3494
Brandon Hill Capital Limited
+44 (0) 203 463 5000
Peterhouse Corporate Finance
+44 (0) 207 220 9791
Tim Blythe, Camilla Horsfall, Megan Ray
+44 (0) 207 138 3204
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