Falcon Oil & Gas Ltd, the international oil and gas company engaged in the exploration and development of unconventional oil and gas assets, is pleased to confirm the results of the proposed Fundraising announced by the Company on 18 April 2024.
The Company can confirm that the Bookbuild has been completed and Falcon has, conditionally, raised gross proceeds of c. $4.9 million (c. £3.9 million) through the Subscription and Placing, for a total number of 64,794,087 New Common Shares at an Issue Price of 6p per share.
As previously announced, alongside the Fundraising, Falcon Oil & Gas Australia Limited (“Falcon Australia”) has agreed to grant Daly Waters Energy, LP (“Daly Waters”) and a major US-based energy industry service provider overriding royalty interests (“ORRIs”) over Falcon Australia’s working interests in the Beetaloo Sub-Basin exploration permits in return for cash payments of US$3 million and US$1 million, respectively. Completion of the grant of the ORRIs is subject to agreement of final legal documentation and to submission to the Northern Territory Government, Australia for registration.
The net proceeds of the Fundraising, together with the Company’s existing cash resources of c.US$4.3 million, the balance of Falcon’s net carry of A$3.75m due from Tamboran and the consideration from the grant of the ORRIs, if finalised, will primarily be used to fund Falcon’s share of estimated capital expenditure in respect of the work to be carried out on the proposed Shenandoah South Pilot Project (the “Pilot”) in 2024, including the drilling of two 3,000m horizontal wells and the stimulation and flow test of two wells in the Beetaloo Sub-basin, Australia. These proceeds will also enable Falcon to fund its share of the cost of the planned 330km2 of 3D seismic survey around the Pilot area, which it is expected will be acquired during Q4 24 with processed results being available by Q1 25.
Sheffield Holdings LP Participation
Sheffield Holdings LP (“Sheffield”), an affiliate of Daly Waters, has subscribed for a total of 19,912,791 New Common Shares as part of the Subscription. Following the issue of the New Common Shares, Sheffield will have a total interest in 116,386,398 Common Shares, representing 10.49 per cent of the enlarged issued share capital. Exceeding 10 per cent will result in Sheffield becoming an insider of the Company, which requires the approval of the TSX Venture Exchange. Accordingly, Sheffield’s participation in the Subscription will be effected in two tranches – firstly, through the issue of 13,274,194 New Common Shares to Sheffield (which will be issued and admitted to trading on AIM alongside the other Placing Shares and Subscription Shares (together, the “First Admission”)) and, secondly, through the issue to Sheffield of a further 6,638,597 New Common Shares (which will be admitted to trading on AIM following TSX Venture Exchange approval of Sheffield as an insider of the Company (the “Second Admission”)).
Director Participation
Thomas Layman, a Director of the Company, participated in the Fundraising. The number of New Common Shares conditionally subscribed for by him pursuant to the Subscription, and his resulting shareholding on First Admission, is set out below:
Application for Admission
The Fundraising is conditional on the admission of the New Common Shares to trading on AIM and the approval of the TSX Venture Exchange. It is expected that settlement of the relevant New Common Shares forming part of the First Admission (being 58,155,490 New Common Shares) will occur on 26 April 2024 and that admission will become effective and dealings in those New Common Shares will commence on AIM at 8.00 a.m. on 26 April 2024. The New Common Shares will not trade on the TSX Venture Exchange Market until the date that is four months and a day after the day of issuance.
The New Common Shares will, when issued, be subject to the articles of association of the Company and credited as fully paid and will rank equally in all respects with the existing Common Shares, including the right to receive all dividends and other distributions declared, made or paid in respect of such Common Shares after the date of issue of the Placing Shares. The Company’s total issued share capital following First Admission will be 1,102,502,915 Common Shares. A separate announcement will be made in respect of the Second Admission.
