LEKOIL (AIM: LEK), the oil and gas exploration and production company with a focus on Nigeria and West Africa, is pleased to provide the following corporate and operational update:
· Intention to enter into Convertible Facility Agreement (“CFA”), allowing the Company to draw down up to £200,000, primarily to fund legal costs for the protection of shareholder value as well as to cover some ongoing operational costs. The CFA will provide bridge financing to the Company whilst it identifies the best path to monetizing its assets and creating shareholder value. It is expected that the repayment of the CFA will come from either a capital raise in Q4 2021 or the CEO loan recovery.
· The Company notes that it is in dispute with Lekoil Nigeria about the day-to-day control of the Lekoil Group. The Company has received legal advice that states that the Company (in accordance with the Shareholder Agreement that was entered into in 2013 at the time of Admission) has limited control over the day-to-day operations of Lekoil Nigeria and its subsidiaries. The Company has received notification from Lekoil Nigeria that it intends to abide by the Shareholders Agreement but that governance decisions, including decisions related to budgets, financial, operational and business plans, shall be made by Lekoil Nigeria. In addition, Lekoil Nigeria has stated it will no longer fund any of the costs of the Company from the cash flow generated from its producing asset, Otakikpo. The Company intends to enforce its rights under the Shareholders Agreement between the Company and Lekoil Nigeria and is taking the appropriate legal advice.
· The Company provided the majority of funding for the acquisition of the Lekoil Nigeria assets, as well as working capital for a period of time. The Company raised over US$260m of equity on the London Stock Exchange. The majority of these funds were invested into Nigeria and the Company will take the appropriate legal advice to recover as much value from its assets as possible in order to create value for its shareholders.
· The Company has appointed legal counsel to recover the CEO loan to Lekan Akinyanmi and will provide further information as this process moves forward. The Company will utilize a Conditional Fee Agreement to minimise the upfront costs to the Company and provide an incentive to quickly recover the amounts due. The Company has claimed circa US$800,000 as being immediately due and payable, with circa US$400,000 being due and payable on 9 September 2021 and circa US$385,000 being due and payable on or before 9 December 2021. The repayments due in September 2021 and December 2021 are consistent with the repayment terms announced on 18 December 2020. As a result of trying to recover the CEO loan the Company expects to be served with a number of claims by Lekan Akinyanmi including unfair dismissal. The Company intends to defend any claims and the legal advice received so far doesn’t see any grounds for any claims to be successful.
· The Company notes that whilst it plans to enter into the CFA it remains in need of further funding and is looking at all possible options to achieve this. The Company expects to release its 2020 Annual Report and Accounts by 30 September 2021.
Operational Developments taken from information provided by Lekoil Nigeria
o Oil production for the six months to 30 June 2021 averaged circa 5,200 bopd (gross)/2,080 bopd (net), generating unaudited revenue for the six-month period to 30 June 2021 of approximately $24m (H1 2020, c$14m) reflecting the higher oil pricing environment.
o Gross Oil production for July 2021 was 3,012 bopd (c 1.200 bopd net), which has been negatively impacted by oil evacuation issues affecting the FSO and the export terminal.
o Ongoing subsurface studies for drilling additional production wells.
o No material progress/update on financing required to drill additional production wells.
· OPL 310 (Ogo):
o Ongoing commercial discussions for drilling and financing of appraisal well.
o OPL 310 expires in August 2022 if the appraisal well is not drilled.
· OPL 325:
o No material progress/update.
· OPL 276
o Ongoing technical work to optimize appraisal well locations.
o Developing non-associated gas plans.
Convertible Facility Agreement (“CFA”)
The Company intends to enter into the CFA of up to £200,000. The CFA funds are being provided by Hadron Master Fund (“Hadron”), TDR Enterprises Ltd (a company controlled by Tom Richardson) and a non-related third party (together the “Lenders”). Tom Richardson is a non-executive director of the Company and the CEO of Metallon Corporation. Metallon was previously the Company’s largest shareholder but no longer owns any of the ordinary shares of the Company. Hadron Master Fund is an affiliate of Hadron Capital, which owns 4.66% of the ordinary shares of the Company. Marco D’Attansio is a non-executive director of the Company and the Chief Investment Officer of Hadron Capital.
The expected key terms of the CFA are:
Up to £200,000 in total, with Hadron providing up to £100,000 and each of TDR Enterprises Ltd and the third party providing up to £50,000 each.
Use of proceeds:
For payment of corporate costs (regulatory and compliance and legal fees) and for general corporate purposes as approved by the Board and the Lenders.
£100,000 available immediately, with £100,000 available after 1 October 2021.
Principal and interest to be repaid from proceeds of capital raise and/or monies recovered from CEO Loan. Repayment immediately due on a change of control of the Company. No conversion before expiry of the Term.
In the event of non-payment at the expiry of the Term, the Lenders have the option to convert the outstanding amounts into ordinary shares of the Company at the Conversion Price.
10% per annum.
Shareholder approval/Security for Repayment:
At the Company’s AGM, the Company will seek shareholder approval for the issuance of the shares pursuant to the Conversion (if required). In the event shareholder approval is not obtained, the Lenders will be entitled to an assignment by way of security of the CEO Loan.
It is intended that the CFA will be refinanced by a possible future equity issue which the Company is currently intended to be structured by way of an open offer in order to allow as many shareholders as possible to participate. Further details will be provided in due course.
The background information on the Company’s investment in Lekoil Nigeria can be found in an updated Investor Presentation, available on the Company’s website. https://lekoilplc.com/investor-presentations
Anthony Hawkins, Interim Executive Chairman, commented:
“I am pleased to announce the proposed entry into the CFA as it provides the financial platform to allow the Company to move forward and start the process to recover value for shareholders. The Company will be seeking further support from its shareholders to ensure that it can pursue all necessary routes to recover as much value for shareholders as possible from the investments into Lekoil Nigeria.”
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 Regulatory Information Service (‘RIS’), this inside information is now considered to be in the public domain.
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