The information contained within
this announcement is deemed by the Company to constitute inside
information as stipulated under the retained EU law version of the
Market Abuse Regulations (EU) No. 596/2014 ("MAR"). Upon the
publication of this announcement via Regulatory Information Service
("RIS"), this inside information is now considered to be in the
public domain. If you have any queries on this, then please contact
Steve Boldy, the Chief Executive Officer of the Company
(responsible for arranging release of this
announcement).
28 June 2024
Lansdowne Oil & Gas
plc
("Lansdowne" or the "Company")
Corporate
Update
·
Corporate
position
o Company's Shares Suspended
from Trading on AIM on 21 March 2024
o A number of potential assets
being screened for acquisition which would constitute a reverse
takeover under Rule 14 of the AIM Rules for
Companies
·
Energy Charter
Treaty ("ECT") claim against Ireland
o Discussions continuing with
several potential third- party litigation funders
·
Finance
o Action taken to further
reduce overhead costs
o Additional funds required for
second half of 2024
o LC Capital has confirmed
further extension of its Loan
Corporate Update
On 20 September 2023, Lansdowne
announced that, under AIM Rule 15, the Company had been designated
to be a cash shell. Accordingly, the shares of the Company
were suspended from trading on AIM as at 07.30 am on 21 March 2024
("Suspension").
Trading will remain suspended until
the completion of a reverse takeover, which requires the
publication of an admission document and the approval of such a
transaction at a General Meeting of the Company, or the Company is
readmitted to trading on AIM as an investing company.
If no such transaction is completed
within six months of the date of Suspension, the Company's shares
would be cancelled from trading on AIM pursuant to AIM Rule
41.
The Company is actively reviewing a
number of potential asset acquisitions and will provide further
updates as appropriate. There can be no assurance that the Company
will be able to complete a reverse takeover during the six-month
suspension period.
ECT
Claim against Ireland
The Company is focused upon
progressing its Energy Charter Treaty claim ("ECT Claim") against
Ireland following the refusal to award a Lease Undertaking for the
Barryroe oil and gas field ("Barryroe").
It should be cautioned that there is
no guarantee that the Claimants will be successful in the ECT
Claim. In the event the Barryroe licence is reinstated, potentially
leading to the ECT Claim being subsequently withdrawn, the 20 per
cent. economic interest in Barryroe will remain with the
Company.
Finance
A number of additional actions have
been taken to further reduce overhead costs.
Furthermore, to limit costs, the
auditing of the 2023 accounts and production of the 2023 Annual
Report, will not be undertaken prior to the 30 June 2024 reporting
date.
Instead, it is intended to carry out
the audit alongside the provision of financial details that will be
required as part of the expected Reverse Take Over process to bring
a new asset into the Company. In addition, the provision of
Audit services is in the process of being moved from KPMG Ireland
to PKF Littlejohn in London.
The implementation of various cost
cutting measures since the start of 2024 has reduced the corporate
overhead cost from c.£400,000 per annum to c. £.250,000 per
annum.
The Company last raised funds in
late 2023 and in its announcement of 7 December 2023 noted that
these funds were expected to meet the Company's working capital
requirements through to the end of June 2024, accordingly
additional funds will be required for the second half of 2024 and
in order to progress the RTO opportunities noted above. Plans for a
fund -raise are well advanced and a further announcement will be
made in due course.
LC
Loan Agreement Extension
In parallel with this, LC Capital Master Fund
has confirmed its consent to a further 6 month extension of their
loan, previously falling due on 30 June 2024 (the "Extension").
The loan is being extended in accordance with its
existing terms, through to 31 December 2024.
Related Party Transaction
As LC Capital Master Fund is a substantial
shareholder in the Company as defined under the AIM Rules for
Companies (the "AIM Rules"), it is considered to be a Related Party
of the Company as defined under the AIM Rules and the Extension is
considered to be a Related Party Transaction pursuant to Rule 13 of
the AIM Rules.
The Directors of the Company
independent from the Extension, being the full Board, consider,
having consulted with the Company's Nominated Adviser, SP Angel
Corporate Finance LLP, that the proposed terms of the Extension are
fair and reasonable insofar as the Company's Shareholders are
concerned.
Steve Boldy, CEO of Lansdowne,
commented:
'Whilst our focus remains to
vigorously pursue financing options for our ECT claim against
Ireland, we have also turned our attention to potential new venture
assets to bring into the Company to provide value and growth
opportunities for shareholders while preserving the listing on
AIM.
We watched with interest the recent
election results in Ireland and the significant progress of the new
Independent Ireland Party, which supports the development of the
Barryroe Field.
It has also been very interesting to
see developments in New Zealand, where the ban on oil and gas
drilling introduced in 2018 has recently been reversed, following
concerns about rising energy costs and potential
black-outs.
We believe there are important
lessons here for Ireland and that the development of the Barryroe
Field would provide secure, indigenous sources of both oil and gas
that will still be required for decades to come."
For further
information please contact:
Lansdowne Oil
& Gas plc
|
+353 1 963 1760
|
Steve Boldy
|
|
|
|
SP Angel
Corporate Finance LLP
|
+44 (0) 20 3470 0470
|
Nominated
Adviser and Joint Broker
|
|
Stuart Gledhill
|
|
Richard Hail
|
|
|
|
|
|
Tavira
Financial Limited
|
+44 (0) 20 3192 1739
|
Joint
Broker
|
|
Oliver Stansfield
|
|
Notes to
editors:
About
Lansdowne
Lansdowne Oil & Gas (LOGP.LN) is an oil and
gas exploration and appraisal company focused on the North Celtic
Sea and quoted on the AIM market and head quartered in
Dublin.
In May 2023 the application for a Lease
Undertaking for the Barryroe Field, in which Lansdowne held a 20%
interest, was refused by the Irish Department of the Environment,
Climate and Communications.
In June 2023 Lansdowne announced the
commencement of action under the Arbitration Process of the Energy
Charter Treaty.
Since 20 September 2023, Lansdowne has been
designated a "Cash-Shell" under AIM Rule 15.
On 21 March 2024 Lansdowne was suspended on
AIM.
For more information on Lansdowne, please refer
to www.lansdowneoilandgas.com.