TIDMZEN
RNS Number : 2170R
Zenith Energy Ltd
28 February 2023
February 28, 2023
ZENITH ENERGY LTD.
("Zenith" or the "Company")
Institutional investment in Zenith
Zenith Energy Ltd. (LSE: ZEN; OSE: ZENA), the energy company
with proven revenue generating production, exploration and
development assets in Africa, the Middle East and Europe, is
pleased to announce that it has completed a fundraise in the United
Kingdom (the "UK Financing"), and in Norway (the "Norwegian
Financing", collectively, the "Financings").
The Financings have attracted the participation of existing
institutional investors, including Premier Miton Investors, as well
as Directors and employees of the Company, to raise an aggregate
total amount of approximately GBP2,300,000 or NOK 28,484,580,
resulting in the issuance of 437,728,088 new common shares.
Issue Price
The issue price of the Financings was GBP0.0054 for the UK
Financing and NOK 0.067 for the Norwegian Financing.
Use of Proceeds
The proceeds of the Financings will be used to provide
additional funding for the following:
-- Negotiation and planned finalisation of a Production Sharing
Contract for Block 1, Sèmè oilfield in Benin
-- Technical and managerial appointments in view of planned operations in Yemen
-- Additional funding for the development of Zenith's Tunisian
oil and Italian natural gas production portfolio
-- Business development activities in Africa and the Middle East
-- General working capital
Norwegian Financing
Zenith has issued a total of 378,931,792 new common shares of
no-par value in the capital of the Company ("Norwegian Financing
Common Shares"), to be admitted to trading on the Euronext Growth
Oslo (the "Norwegian Financing Admission") raising gross proceeds
of NOK 25,388,430 (approximately GBP2,050,000).
An application for the Norwegian Financing Common Shares to also
be listed on the standard segment of the FCA Official List and to
be admitted for trading on the London Stock Exchange Main Market
for listed securities will be made within 12 months of the issue of
the Norwegian Financing Common Shares.
The Norwegian Financing Common Shares will rank pari passu in
all respects with the existing common shares of the Company.
The Company has issued 113,679,538 share purchase warrants
exercisable at a price NOK 0.094 for a duration of 3 years from the
date of issue in connection with the Norwegian Financing.
UK Financing
Zenith has issued a total of 46,296,296 common shares of no-par
value in the capital of the Company on the London Stock Exchange
(the "UK Financing Common Shares") to raise gross proceeds of
GBP250,000 (approximately NOK 3,096,150).
An application will be made for the UK Financing Common Shares
to be listed on the standard segment of the FCA Official List and
to be admitted for trading on the London Stock Exchange Main Market
for listed securities (the "UK Financing Admission").
It is expected that the UK Financing Admission will become
effective and that unconditional dealings in the UK Financing
Common Shares will commence on or around 8.00 a.m. (GMT) on
approximately March 3, 2023.
An application will also be made for the UK Financing Shares to
be admitted to trading on the Euronext Growth Oslo.
The UK Financing Shares will rank pari passu in all respects
with the existing common shares of the Company.
The Company has issued 13,888,889 share purchase warrants
exercisable at a price GBP0.0076 for a duration of 3 years from the
date of issue in connection with the UK Financing.
Debt Settlement
The Company has allotted 12,500,000 Common Shares ("Debt
Settlement Shares") to a service provider in lieu of cash
settlement for services provided to Zenith for a total value of
GBP67,500.
An application will be made for the Debt Settlement Shares to be
listed on the standard segment of the FCA Official List and to be
admitted for trading on the London Stock Exchange Main Market for
listed securities (the "Debt Settlement Admission"). An application
will also be made for the Debt Settlement Shares to be admitted to
trading on the Euronext Growth Oslo.
The Debt Settlement Shares will rank pari passu in all respects
with the existing common shares of the Company.
It is expected that the Debt Settlement Admission will become
effective and that unconditional dealings in the Debt Settlement
Shares will commence on or around 8.00 a.m. (GMT) on approximately
March 3, 2023.
Director Dealing/ PDMR Shareholding
Mr. Andrea Cattaneo , Chief Executive Officer & President of
Zenith, has subscribed for 64,695,672 common shares of no-par value
in the capital of the Company in connection with the Norwegian
Financing.
Upon the Norwegian Financing Admission, Mr. Cattaneo will be
directly beneficially interested in a total of 167,163,912 Common
Shares in the capital of the Company, representing 7.24% percent of
the total issued and outstanding common share capital of the
Company.
Mr. Luca Benedetto , Chief Financial Officer of Zenith has
subscribed for 27,726,716 common shares of no-par value in the
capital of the Company in connection with the Norwegian
Financing.
Upon the Norwegian Financing Admission, Mr. Benedetto will be
directly beneficially interested in a total of 27,726,716 common
shares in the capital of the Company, representing 1.20% percent of
the total issued and outstanding common share capital of the
Company.
Total Voting Rights
The Company wishes to announce, in accordance with the Financial
Conduct Authority's Disclosure Guidance and Transparency Rules and
section 3.10 of the Euronext Growth Oslo Rule Book Part II, the
following revised information resulting from completion of the
Financings.
Class of share Total number Number of Total number of
of shares voting rights voting rights per
per share class of share
Common Shares in issue and
admitted to trading on the
Main Market of the London
Stock Exchange upon the
UK Financing Admission. 1,931,370,745 1 1,931,370,745
Common Shares in issue and
admitted to trading on the
Euronext Growth Market of
the Oslo Børs, representing
the newly enlarged outstanding
share capital of the Company. 2,310,302,537 1 2,310,302,537
Andrea Cattaneo, Chief Executive Officer, commented:
"We are pleased to have attracted the continued support of
long-term institutional investors, including Premier Miton, to the
fundraise.
Our confidence in the Company's future successful development
remains unchanged and is evidenced by the material commitment made
by management to the fundraise.
There are various potentially transformational value catalysts
during the course of 2023. To this end, the Zenith team is working
tirelessly towards successfully achieving our objectives for the
benefit of all shareholders. "
Further Information:
Zenith Energy Ltd
Tel: +1 (587) 315 9031
Andrea Cattaneo, Chief Executive E: info@zenithenergy.ca
Officer
BlytheRay - Financial PR/IR Tel: +44 207 138 3204
Tim Blythe, Megan Ray, Matt Bowld E: zenith@blytheray.com
Notes to Editors :
Zenith Energy Ltd. is a revenue generating, independent energy
company with production, exploration and development assets in in
Africa, the Middle East and Europe, including electricity
generation in Italy. The Company is listed on the London Stock
Exchange Main Market (LSE: ZEN) and the Euronext Growth of the Oslo
Stock Exchange (OSE: ZENA).
Zenith's strategic focus is on pursuing transformational
opportunities in the Middle East, Africa, and Europe through the
development of proven revenue generating energy production assets,
as well as low-risk exploration activities in assets with existing
production.
For more information, please visit: www.zenithenergy.ca
Twitter: @zenithenergyltd
LinkedIn: https://bit.ly/3A5PRJb
Market Abuse Regulation (MAR) Disclosure
The information contained within this announcement is deemed by
the Company to constitute inside information as stipulated under
the Market Abuse Regulations (EU) No. 596/2014 as it forms part of
UK domestic law by virtue of the European Union (Withdrawal) Act
2018 ("MAR"). Upon the publication of this announcement via a
Regulatory Information Service ("RIS"), this inside information is
now considered to be in the public domain.
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS
DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY
ASSOCIATED WITH THEM
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Andrea Cattaneo
-------------------------------------- ---------------------------------------
2 Reason for the notification
-------------------------------------------------------------------------------
a) Position/status Chief Executive Officer & President
-------------------------------------- ---------------------------------------
b) Initial notification/Amendment Initial Notification
-------------------------------------- ---------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
-------------------------------------------------------------------------------
a) Name Zenith Energy Ltd.
-------------------------------------- ---------------------------------------
b) LEI 213800AYTYOYD61S4569
-------------------------------------- ---------------------------------------
4 Details of the transaction(s): section to be repeated for
(i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions
have been conducted
-------------------------------------------------------------------------------
a) Description of
the financial New Common Shares of No-Par Value
instrument, type
of instrument
-------------------------------------- ---------------------------------------
Identification CA98936C1068
code
-------------------------------------- ---------------------------------------
b) Nature of the Subscription for New Common Shares
transaction
-------------------------------------- ---------------------------------------
c) Price(s) and Price(s) Volume(s)
volumes(s)
-------------------------------------- ------------------- ------------------
NOK 0.067 64,695,672
--------------------------------------------------------------- ------------------
d) Date of the transaction(s) February 27, 2023
-------------------------------------- ---------------------------------------
e) Place of the Off Market
transaction
-------------------------------------- ---------------------------------------
NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS
DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY
ASSOCIATED WITH THEM
1 Details of the person discharging managerial responsibilities
/ person closely associated
a) Name Luca Benedetto
-------------------------------------- ------------------------------------------------
2 Reason for the notification
----------------------------------------------------------------------------------------
a) Position/status Chief Financial Officer & Executive Director
-------------------------------------- ------------------------------------------------
b) Initial notification/Amendment Initial Notification
-------------------------------------- ------------------------------------------------
3 Details of the issuer, emission allowance market participant,
auction platform, auctioneer or auction monitor
----------------------------------------------------------------------------------------
a) Name Zenith Energy Ltd.
-------------------------------------- ------------------------------------------------
b) LEI 213800AYTYOYD61S4569
-------------------------------------- ------------------------------------------------
4 Details of the transaction(s): section to be repeated for
(i) each type of instrument; (ii) each type of transaction;
(iii) each date; and (iv) each place where transactions
have been conducted
----------------------------------------------------------------------------------------
a) Description of
the financial New Common Shares of No-Par Value
instrument, type
of instrument
-------------------------------------- ------------------------------------------------
Identification CA98936C1068
code
-------------------------------------- ------------------------------------------------
b) Nature of the Subscription for New Common Shares
transaction
-------------------------------------- ------------------------------------------------
c) Price(s) and volumes(s) Price(s) Volume(s)
-------------------------------------- ----------------------- -----------------------
NOK 0.067 27,726,716
------------------------------------------------------------------- -----------------------
d) Date of the transaction(s) February 27, 2023
-------------------------------------- ------------------------------------------------
e) Place of the transaction Off Market
-------------------------------------- ------------------------------------------------
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END
IOEUBAARONUUUUR
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February 28, 2023 02:00 ET (07:00 GMT)
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