Lansdowne Oil & Gas has confirmed that the Company has entered into a Convertible Loan Agreement for GBP 95,000 (the 'Loan'), arranged by Tavira Financial Limited, the Company's joint broker, with Directors of the Company and a number of existing shareholders.
Lansdowne intends to use the funds to provide working capital whilst discussions continue with potential funders for Lansdowne's Energy Charter Treaty claim against Ireland and work progresses towards a potential reverse takeover.
Trading in the Company's shares on AIM will remain suspended until the completion of a reverse takeover, which requires the publication of an admission document and the approval of such a transaction at a General Meeting of the Company, or the Company is readmitted to trading on AIM as an investing company.
Loan terms
The Loan is unsecured, carries no interest and shall be converted into new ordinary shares of 0.01 pence each in the Company at the time of completing a reverse takeover and subject to shareholder approval for the extension of share issuance authorities. The conversion price will be the lower of 0.1 pence (being the share price at the time of suspension on 21 March 2024), or a 20% discount price to the issue price at the time of any issuance of shares alongside a future reverse takeover.
Related Party Subscription
Jeffrey Auld, Chairman of the Company, and Stephen Boldy, Chief Executive, have each subscribed for £7,300 and £6,000 respectively of Convertible Loan Notes on the same terms as other investors (the 'Related Party Subscription').
As Jeffrey Auld and Stephen Boldy are Directors of the Company, they are considered to be Related Parties of the Company as defined under the AIM Rules for Companies and the proposed Director Subscriptions set out above, are considered to be Related Party Transactions pursuant to Rule 13 of the AIM Rules.
The Director of the Company independent from the Related Party Subscription, being Daniel McKeown, considers, having consulted with the Company's Nominated Adviser, SP Angel Corporate Finance LLP, that the proposed terms of the Related Party Subscription are fair and reasonable insofar as the Company's Shareholders are concerned.
Source: Lansdowne Oil & Gas
