Cameroon Financing Update, Proposed Subscription
THIS ANNOUNCEMENT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN, INTO OR FROM THE UNITED STATES, CANADA, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA OR JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A BREACH OF THE RELEVANT SECURITIES LAWS OF SUCH JURISDICTION.
This announcement does not constitute a prospectus or offering memorandum or an offer in respect of any securities and is not intended to provide the basis for any decision in respect of Tower Resources PLC or other evaluation of any securities of Tower Resources PLC or any other entity and should not be considered as a recommendation that any investor should subscribe for or purchase any such securities.
21 June 2019
Tower Resources plc
Cameroon Financing Update
Proposed Subscription to raise approximately £150,000
Tower Resources plc (the "Company" or "Tower" (TRP.L, TRP LN)), the AIM listed oil and gas company with its focus on Africa, announces an update with respect to the financing of its Cameroon operation and an intention to raise gross proceeds of approximately £150,000 through a subscription of approximately 15 million new ordinary shares of 1 pence each (the "Subscription Shares") at a subscription price of 1.00 pence per Subscription Share (the "Subscription Price").
Admission of the Subscription Shares to trading on AIM is expected to take place at 08:00 on or around 26 June 2019.
Cameroon Financing Update
Tower's near-term focus remains the financing and drilling of the NJOM-3 well on its Thali license, offshore Cameroon, which is planned to spud in Q3 2019. The Company is in negotiations with several parties to finance some or all of the NJOM-3 well, which it hopes will be concluded soon. The Company is also continuing to explore longer-term options for debt, equity or pre-financing of the remainder of the first phase development of the Njonji structure, which might or might not be linked to the financing of the current well. The Company's preferred route of financing is to conclude a transaction with an industry partner on terms that are favourable to shareholders, and that may obviate or minimise the need for further equity financing. However, depending on the terms of the asset-level deal achieved, it may also be necessary or in shareholders' interests to raise a portion of the additional finance via the issue of further corporate equity.
Background to the Subscription
Whilst financing negotiations continue regarding the Thali license, the Company is proposing to raise approximately £150,000 for working capital purposes via a subscription for shares.
A further announcement is expected to be made shortly in connection with the proposed subscription.
The Board can confirm that the proposed subscription will not affect the repayment terms of the bridging loan of $750,000 (the "Bridging Loan"), announced on 16 April 2019. The Bridging Loan will remain due for repayment on or before 30 June 2019 subject to a grace period of 21 business days which would extend to 29 July 2019
The Board looks forward to providing further updates in due course.
Note regarding forward-looking statements
This announcement contains certain forward-looking statements relating to the Company's future prospects, developments and business strategies. Forward-looking statements are identified by their use of terms and phrases such as "targets" "estimates", "envisages", "believes", "expects", "aims", "intends", "plans", "will", "may", "anticipates", "would", "could" or similar expressions or the negative of those, variations or comparable expressions, including references to assumptions.
The forward-looking statements in this announcement are based on current expectations and are subject to risks and uncertainties which could cause actual results to differ materially from those expressed or implied by those statements. These forward-looking statements relate only to the position as at the date of this announcement. Neither the Directors nor the Company undertake any obligation to update forward looking statements, other than as required by the AIM Rules for Companies or by the rules of any other applicable securities regulatory authority, whether as a result of the information, future events or otherwise. You are advised to read this announcement and the information incorporated by reference herein, in its entirety. The events described in the forward-looking statements made in this announcement may not occur.
Neither the content of the Company's website (or any other website) nor any website accessible by hyperlinks on the Company's website (or any other website) is incorporated in, or forms part of, this announcement.
Any person receiving this announcement is advised to exercise caution in relation to the Placing. If in any doubt about any of the contents of this announcement, independent professional advice should be obtained.
Market Abuse Regulation (MAR) Disclosure
Certain information contained in this announcement would have been deemed inside information for the purposes of Article 7 of Regulation (EU) No 596/2014 until the release of this announcement.
Tower Resources plc
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SP Angel Corporate Finance LLP
+44 20 3470 0470
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Turner Pope Investments (TPI) Limited
+44 20 3621 4120
Whitman Howard Limited
+44 20 7659 1234
Yellow Jersey PR Limited
+44 20 3735 8825
Tower Resources Cameroon S.A, a wholly-owned subsidiary of Tower Resources plc, holds a 100% interest in the shallow water Thali (formerly known as "Dissoni") Production Sharing Contract (PSC), in the Rio del Rey basin, offshore Cameroon. Tower was awarded the PSC on 15 September 2015 for an Initial Exploration Period of 3 years.
The Thali PSC covers an area of 119.2 km², with water depths ranging from 8 to 48 metres, and lies in the prolific Rio del Rey basin, in the eastern part of the Niger Delta. The Rio del Rey basin has, to date, produced over one billion barrels of oil and has estimated remaining reserves of 1.2 billion barrels of oil equivalent ("boe"), primarily within depths of less than 2,000 metres. The Rio del Rey is a sub-basin of the Niger Delta, an area in which over 34.5 billion barrels of oil has been discovered, with 2.5 billion boe attributed to the Cameroonian section.
An independent Reserve Report conducted by Oilfield International Limited (OIL) have highlighted the contingent and potential resources on the Thali licence and the associated Expected Monetary Value (EMV) as follows:
§ Gross mean contingent resources of 18 MMbbls of oil across the proven Njonji-1 and Njonji-2 fault blocks;
§ Gross mean prospective resources of 20 MMbbls of oil across the Njonji South and Njonji South-West fault blocks;
§ Gross mean prospective resources of 111 MMbbls of oil across four identified prospects located in the Dissoni South and Idenao areas in the northern part of the Thali licence;
§ Calculated EMV10s of US$118 million for the contingent resources, and US$82 million for the prospective resources, respectively.
In accordance with the guidelines for the AIM market of the London Stock Exchange, Dr Mark Enfield, BSc, PhD, FGS, Advisor to the Board of Tower Resources plc, who has over 30 years' experience in the oil & gas industry, is the qualified person that has reviewed and approved the technical content of this announcement.
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