United Oil & Gas PLC (AIM: "UOG"), the AIM traded oil and gas exploration and development company, is pleased to announce the publication of its circular comprising an admission document (the "Admission Document") relating to the proposed acquisition of Rockhopper Egypt Pty Ltd ("Rockhopper Egypt") (the "Rockhopper Acquisition") and to the re-admission of the Company's ordinary shares ("Ordinary Shares") to trading on the AIM market ("Admission"). The Admission Document can be viewed at www.uogplc.com. Â Following publication of the Admission Document, the temporary suspension of trading in the Company's Ordinary Shares is expected to be lifted at 7.30 a.m. today, 9 December 2019.
On 23 July 2019, the Company announced that it had entered into a binding conditional sale and purchase agreement with Rockhopper Exploration plc ("Rockhopper PLC") to acquire the entire issued share capital of Rockhopper Egypt, which owns a 22 per cent. non-operated working interest in the Abu Sennan Concession and associated development leases in Egypt, with an effective date of 1 January 2019 and trading in the Ordinary Shares was suspended on that day. The consideration for the Rockhopper Acquisition is US$16 million (approximately £12.2 million) in accordance with the terms of the Rockhopper Acquisition Agreement. A deposit of US$0.3 million has been paid on signing and the balance of US$15.7 million is to be satisfied in cash and Consideration Shares at Completion conditional on, inter alia, Shareholder approval at the General Meeting and upon EGPC and the Minister of Petroleum and Mineral Resources of Egypt providing the deed of assignment to the Rockhopper Acquisition and Admission.
As part satisfaction of the acquisition consideration, United is pleased to announce that it has conditionally raised US$6.25 million (approximately £4.8 million) gross by the issue of a total of 159,036,167 new Ordinary Shares in the capital of the Company at a price of 3 pence per Ordinary Share. 150,616,669 new Ordinary Shares have been conditionally placed by the Company's joint brokers Optiva Securities Limited ("Optiva") and Cenkos Securities Plc ("Cenkos"), on behalf of the Company with institutional and other investors (the "Placing"). 8,419,498 new Ordinary Shares (the "Subscription Shares") have been conditionally subscribed for by certain existing shareholders of the Company and two Directors as detailed below (the "Subscription"). 114,503,817 million new ordinary shares will be issued to Rockhopper PLC as part payment for the acquisition.
Brian Larkin, CEO, said:
"The Rockhopper Egypt Acquisition is a transformational development step for our Company. Upon completion of this deal, United will have material production which will generate significant cash flow for reinvestment into the business. In addition, we look forward to announcing the completion of our Crown divestment before the year end.
We also gain exposure to an exciting fully funded development programme in Egypt which includes four wells in 2020. Along with activity across our wider portfolio, including the potential for future production from Italy and moving our Jamaican asset forward, we expect 2020 will not be short of significant news flow across our asset base. We are now on track to transform United into a highly cash generative and asset backed business and I would like to thank shareholders for their support so far, especially with reaching this important milestone in United's journey."