LONDON: Petro Matad Limited announced the launch of an Open Offer to raise up to approximately US$2 million.
Open Offer
On 15 July 2021, the Company announced that it had conditionally raised approximately US$10.4 (before expenses) from the following sources:
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a firm placing of 155,240,612 Placing Shares at the Issue Price to existing and new institutional investors by way of an accelerated bookbuild conducted by the Joint Bookrunners on behalf of the Company to raise approximately US$7.5 million; |
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a firm placing of 14,285,714 Retail Shares at the Issue Price to existing and new retail investors to raise approximately US$0.7 million; and |
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conditional subscriptions for, in aggregate, 45,384,218 Subscription Shares at the Issue Price by a Director and Shareholder to raise approximately US$2.2 million. |
In order to provide Shareholders who have not taken part in the Placing with an opportunity to participate in the proposed issue of New Shares, the Company is providing all Qualifying Shareholders with the opportunity to subscribe for an aggregate of up to 42,588,894 Open Offer Shares, to raise up to approximately US$2 million (before expenses).
Pursuant to the Open Offer, Qualifying Shareholders will be given the opportunity to subscribe for:
1 Open Offer Share for every 16 Existing Ordinary Shares held by Qualifying Shareholders at the Record Date, at the Issue Price.
Shareholders subscribing for their full entitlement under the Open Offer may also request additional Open Offer Shares through the Excess Application Facility. The Open Offer is not being underwritten.
The Placing Shares and Retail Shares will be issued pursuant to existing Shareholder authorities granted at the Annual General Meeting (AGM) of the Company held in 2020 and therefore no Shareholder approval is required in respect of the Placing and the Retail Offer. Application has been made for the Placing Shares and the Retail Shares to be admitted to trading on AIM which is expected to occur at 8.00 a.m. on 22 July 2021.
The issue of the Subscription Shares and the Open Offer Shares will require shareholder approval. Each of the Subscriptions and the Open Offer is therefore conditional, inter alia, upon Shareholders approving Resolutions 1 and 3 at the Extraordinary General Meeting that will (if such Resolutions are passed) grant to the Directors the authority to allot the Subscription Shares and the Open Offer Shares for cash on a non-pre-emptive basis. The Resolutions are contained in the Notice of Extraordinary General Meeting set out in Part V of the Circular. Subject to the passing of Resolutions 1 and 3, Admission of the Subscription Shares and the Open Offer Shares is expected to occur at 8.00 a.m. on 6 August 2021 or such later time and/or date as the Banks and the Company may agree. Application will be made for the Subscription Shares and Open Offer Shares to be admitted to trading on AIM which is expected to occur at 8.00 a.m. on 6 August 2021.
The Company has appointed its broker, Shore Capital, to use reasonable endeavours to place any Ordinary Shares not taken up under the Open Offer with institutional investors at the same price as the Open Offer.
The Issue Price represents a discount of 36% to the closing price on 13 July 2021 and 45% to the average daily volume weighted average price for the 3 months to 13 July 2021, the latest practicable date prior to the date of the Fundraising announcement made on 14 July 2021.
The Open Offer is conditional upon, among other things (i) Resolutions 1 and 3 being duly passed by Shareholders at the Extraordinary General Meeting and (ii) Admission of the Open Offer Shares having become effective at or before 8.00 a.m. on 6 August 2021 (or such later date and/or time as the Company and the Banks may agree, being no later than 8.00 a.m. on 21 August 2021).
Posting of Circular
The Company also confirms that a circular, which contains further details regarding the Open Offer and a notice convening the Extraordinary General Meeting (the “Circular“), has been posted today, along with the Application Form (where applicable). The Circular will also be made available on the Company’s website: www.petromatadgroup.com.