Zenith Energy has completed a private placement of common shares of no par value with a long-term institutional investor in the United Kingdom and a private placement in Norway with institutional investors. The Company has also issued broker shares.
The Financings have included the participation of new and existing investors to raise an aggregate total amount of approximately £3,658,500 (equivalent to approx. NOK 49,034,000), resulting in the issuance of a total of 100,892,105 new common shares.
Norwegian Financing
Zenith has issued a total of 84,157,162 Common Shares in connection with the Norwegian Financing to raise gross proceeds of approximately NOK 41,525,000 (approximately £3,096,000). An application for the Norwegian Financing Common Shares to be listed on the Equity Shares (Transition) category of the Official List and to trading on the London Stock Exchange's main market for listed securities will be made within 12 months of the issue of the Norwegian Financing Common Shares.
UK Financing
Zenith has issued a total of 13,513,514 Common Shares in connection with the UK Financing to raise gross proceeds of approximately £450,000 (approximately NOK 6,000,000). 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 or around December 16, 2025.
Issue Price
The Norwegian Financing was completed at a price of NOK 0.4662 per New Norwegian Financing Common Share, representing a 10% discount in respect of the closing price of the Company's equity securities on the Euronext Growth Oslo on December 5, 2025.
The UK Financing was completed at a price of £0.0333 per UK Financing Common Share, representing a 10% discount in respect of the closing Bid price of the Company's equity securities admitted to trading on the London Stock Exchange on December 5, 2025.
Use of Proceeds
The proceeds of the Financings will be utilised to progress the Company’s two applications for exploration permits (Permessi di Ricerca) in respect of Italy’s two largest identified uranium deposits, as announced on 11 November 2025. These deposits are situated in the Lombardy region and comprise the Val Vedello deposit in the Province of Sondrio ('Val Vedello') and the Novazza deposit in the Province of Bergamo ('Novazza').
Proceeds will also be applied towards the construction of the Company’s initial solar production assets in the Puglia region of Italy and to meet additional legal fees arising from the expansion of the Company’s legal team in respect of its ongoing ICSID Arbitration against the Republic of Tunisia, as announced on 3 December 2025.
Proceeds will also be used for general working capital purposes.
Broker Shares
The Company has allotted 3,221,429 new Common Shares ("Broker Shares"), in lieu of cash settlement for services provided to Zenith in connection with the Financings for a total value of 1,502,000 NOK (equivalent to approx. £112,500).
The Broker Shares will rank pari passu in all respects with the existing common shares of the Company.
An application for the Broker 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 will be made within 12 months of the issue of the Broker Shares.
Total Voting Rights
The Company announces the following information, in accordance with the Financial Conduct Authority's Disclosure Guidance and Transparency Rules and section 3.10 and 3.11.5 (3) of the Euronext Growth Oslo Rule Book Part II, resulting from the issuance of the New Common Shares. Class of share Total number of shares Number of voting rights per share Total number of voting rights per class of share Common Shares in issue and admitted to trading on the Main Market of the London Stock Exchange 561,803,736 1 561,803,736 Common Shares in issue and admitted to trading on the Euronext Growth Market of the Oslo Børs and Spotlight Market Stockholm 649,182,327 1 649,182,327.
Andrea Cattaneo, Chief Executive Officer, commented:
'We are pleased to have secured institutional investment at this key stage in our development. The first six months of 2026 will be characterised by potentially transformational activity for our business with the submission of two separate environmental impact assessments for the two largest Uranium deposits in Italy, the commencement of construction of our first solar plant in the Puglia region of Italy, and the final hearing of the ICSID arbitration in late April for a total claimed amount exceeding approximately US$572.65 million.
I am fully conscious of the painful dilution, and I am pleased to confirm that we do not anticipate conducting any further equity issuances for any of our existing activities until June 2026 at the very earliest following the Financings.
The Board sees significant scope for our market valuation to return to prior levels following the value catalysts that lie before us, following the shock represented by the entirely unexpected and flawed verdict of the ICC-2 arbitration.'
Source: Zenith Energy
