Aminex Seeks to Raise $33.6M, Announces Tanzanian Farm-out
Aminex PLC announced Tuesday that Davy and Bridgewell are arranging a Placing to raise gross proceeds of approximately Stg£11.2 million (approximately US$22.4 million) by way of a placing of 55,882,500 new Ordinary Shares of nominal value €0.06 each at a price of Stg20p each ("Placing Shares") with new and existing institutional investors. The Placing will represent approximately 33% of the existing issued share capital.
The company also plans to give Aminex shareholders an opportunity to participate in the fundraising by way of a 1 for 6 Rights Issue of up to 28,163,066 new Ordinary Shares of nominal value €0.06 each at a price of Stg20p each ("Rights Issue Shares") to raise up to an additional Stg£5.6m (approximately US$11.2 million). Participants in the Placing will not have an entitlement to participate in the Rights Issue in respect of their Placing Shares.
Relative to the closing market price per Ordinary Share on the London Stock Exchange on 14 May, 2007 (the last business date prior to this announcement) of Stg22.75p, the issue price under the Placing and the Rights Issue represents a discount of approximately 12%.
Investors subscribing for Placing Shares and/or Rights Issue Shares will also be entitled to 1 new warrant for every 2 Placing Shares or Rights Issue Shares subscribed for ("New Warrants"). Each New Warrant will entitle the registered holders thereof on exercise in accordance with the terms of a warrant instrument, and on payment of a subscription price of Stg22p per New Warrant, to 1 new Ordinary Share. The New Warrants will expire on 31 August 2009.
The net proceeds of the Placing of approximately Stg£9.9 million (after estimated expenses and making no assumption as to any exercise of New Warrants) are intended to be used to fund the commencement in 2007 of Aminex's drilling and exploration program including activities in Tanzania, Egypt, Madagascar, Kenya, North Korea and the US. Net proceeds of the Rights Issue are intended to be used to further advance this program.
The implementation of the Placing, which is not underwritten, is conditional, inter alia, on Davy, Bridgewell and Aminex entering into a placing agreement (the "Placing and Rights Issue Agreement"), on a warrant instrument being executed, on shareholder approval and on admission of the Placing Shares. The Rights Issue, which is not underwritten, is conditional, inter alia, upon the Placing having become unconditional in all respects.
FARM-OUT OF 25% OF THE NYUNI/EAST SONGO SONGO LICENSE, OFFSHORE TANZANIA, TO RAKGAS
Aminex said that its 100% subsidiary Ndovu Resources Ltd. has entered into an agreement ("Rakgas Agreement") to farm-out a 25% interest in the Nyuni PSA in Tanzania to The Ras Al Khaimah Gas Commission (known as Rakgas). Under the terms of the Rakgas Agreement, Rakgas will pay 37.5% of the costs of two wells to be drilled this year on the Nyuni PSA up to an aggregate of US$15.4 million, thereafter paying its 25% share of all costs in excess of US$15.4 million going forward. After the farm-out Ndovu Resources Ltd. will remain the largest interest holder in the Nyuni PSA with an interest of 39%. Other partners in the Nyuni PSA are Key Petroleum (20%), East Africa Exploration Ltd. (10%) and Bounty Oil (6%). The Rakgas Agreement is conditional upon formal approval from the Government of Tanzania.
The first of two wells on the Nyuni PSA is due to be spudded by the Caroil-6 land rig in June, drilling from a small island close to the Songo-Songo producing gas field. The precise location of the second well has yet to be determined but will be drilled immediately following the first well.
Ras Al Khaimah is a member state of the United Arab Emirates and Rakgas was established by decree of the Ruler in 1984. In 2007 Rakgas was converted into a limited liability company under the chairmanship of His Highness Sheikh Saud bin Saqr Al Qasimi, Crown Prince and Deputy Ruler of Ras Al Khaimah. Rakgas has other exploration and production efforts currently under way in Tanzania.
Brian Hall, Chief Executive of Aminex, commented:
"The Placing being arranged by Davy and Bridgewell will enable Aminex to move forward rapidly with its exploration projects in East Africa and elsewhere, commencing with the drilling of the first of two wells on the Nyuni East Songo Songo Production Sharing Agreement offshore Tanzania, for which a rig has been contracted. The rig will become available as soon as it has finished drilling its current well and is scheduled to commence drilling operations for Aminex in June, 2007.
"We are very pleased to have Rakgas participate in the Nyuni PSA at an exciting moment when drilling is about to commence. In a short time Rakgas has assembled a team of highly experienced international oil and gas specialists and we will very much welcome their input to this project and look forward to close co-operation with them in the future."
The Placing, which is not underwritten, is being arranged by Davy and Bridgewell. The Placing is conditional on Davy, Bridgewell and Aminex entering into the Placing and Rights Issue Agreement, which is expected to occur shortly. In addition, the Placing is conditional on the execution of the warrant instrument, shareholder approval, the Placing and Rights Issue Agreement becoming unconditional in all respects as regards the Placing, and admission of the Placing Shares to the official lists of the Irish Stock Exchange and the UK Listing Authority and to trading on the main markets for listed securities of the Irish Stock Exchange and the London Stock Exchange. The Placing is not conditional upon the Rights Issue. The Rights Issue, which is not underwritten, is conditional, inter alia, upon the Placing having become unconditional in all respects. The New Warrants will not be listed.
An Extraordinary General Meeting ("EGM") of Aminex will be scheduled at which shareholder approval for the Placing and the Rights Issue will be sought. It is intended that a prospectus setting out the details of the Placing and Rights Issue and convening the EGM will be posted to shareholders in due course. Further announcements will be made by Aminex, including an announcement detailing the expected timetable in connection with the Placing and the Rights Issue, in due course.
- Aminex Secures Rig to Drill Ntorya-2 Well in Tanzania's Ruvuma Basin (Sep 26)
- Kiliwani North-1 Well Flows at 5,000 Boepd (Jul 04)
- Aminex: First Gas Production from Kiliwani North Field in Tanzania (Apr 06)
Company: The Ras Al Khaimah Gas Commission (Rakgas) more info
- Aminex Seeks to Raise $33.6M, Announces Tanzanian Farm-out (May 15)