NOSTRA TERRA OIL AND GAS COMPANY PLC

Share Issue/Capital Change • Aug 2, 2024

National Storage Mechanism | Additional information

RNS Number : 0527Z

Nostra Terra Oil & Gas Company PLC

02 August 2024

 

Nostra Terra Oil and Gas Company Plc

("Nostra Terra", "NTOG" or "the Company")

2 August 2024

Director Increases Participation in Fundraise

Nostra Terra (AIM: NTOG), an international oil and gas exploration and production company with development and production assets in Texas, USA, is pleased to announce that James F. Newman, an NTOG Board member, has increased his participation in the recent fundraising announced on 29 July 2024. Mr. Newman has subscribed for an additional 40,000,000 new ordinary shares at a price of 0.03p per share (the "Placing Price") (the "Additional Fundraise Shares"), increasing his total participation in the fundraising to 140,000,000 new ordinary shares.

The Additional Fundraise Shares increase the size of the original amount raised from £450,000 to £462,000 (before expenses) through an aggregate subscription and placing of 1,539,999,998 new ordinary shares ("Fundraise Shares") at the Placing Price (the "Fundraise").

Application for Admission and Total Voting Rights

An application will be made to the London Stock Exchange for the additional 40,000,000 new ordinary shares to be admitted to trading on AIM ("Admission"); it is expected that Admission will become effective on or around 8 August 2024.

In accordance with the FCA's Disclosure Guidance and Transparency Rules, the Company confirms that on issue of the Additional Fundraise Shares and following Admission, the Company's enlarged issued ordinary share capital will comprise 2,561,520,532 Ordinary Shares.

The Company does not hold any Ordinary Shares in Treasury.  Therefore, following Admission, the above figure may be used by shareholders in the Company as the denominator for the calculations to determine if they are required to notify their interest in, or a change to their interest in the Company, under the FCA's Disclosure Guidance and Transparency Rules .

Director's participation

Mr Newman has subscribed for the following Additional Fundraising Shares:

Director	Additional Subscription amount	Total Number of new ordinary shares	Resultant shareholding	Resultant interest in enlarged share capital
Jim Newman	£12,000	40,000,000	255,000,000*	9.96%

*including 215,000,000 existing ordinary shares held by Dos Hermanos International, LLC, of which Mr Newman is a principal.

Beaumont Cornish Limited, which is authorised and regulated in the United Kingdom by the Financial Conduct Authority, is acting as nominated adviser to the Company in relation to the matters referred herein. Beaumont Cornish Limited is acting exclusively for the Company and for no one else in relation to the matters described in this announcement and is not advising any other person and accordingly will not be responsible to anyone other than the Company for providing the protections afforded to clients of Beaumont Cornish Limited, or for providing advice in relation to the contents of this announcement or any matter referred to in it.

This announcement contains inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014, as it forms part of UK Domestic Law by virtue of the European Union (Withdrawal) Act 2018. Upon the publication of this announcement, this inside information is now considered to be in the public domain.

For further information, contact:

Nostra Terra Oil and Gas Company plc Paul Welch, CEO	Email:	paul@ntog.co.uk
Beaumont Cornish Limited (Nominated Adviser) James Biddle / Roland Cornish	Tel:	+44 (0) 20 7628 3396
SP Angel Corporate Finance LLP (Broker) Richard Hail / Adam Cowl	Tel:	+44 (0) 20 3470 0470
Celicourt Communications (PR/IR) Mark Antelme / Jimmy Lea	Tel: Email:	+44 (0) 20 7770 6424 NTOG@celicourt.uk

NOTIFICATION AND PUBLIC DISCLOSURE OF TRANSACTIONS BY PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES AND PERSONS CLOSELY ASSOCIATED WITH THEM

1

Details of the person discharging managerial responsibilities / person closely associated

a)

Name

1)    Jim Newman

2

Reason for the notification

a)

Position/status

1)    Non-Executive Director

b)

Initial notification /Amendment

Initial notification

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a)

Name

Nostra Terra Oil and Gas Company plc

b)

LEI

213800JO9A4LO19YJ129

4

Details of the transaction(s): section to be repeated for (i) each type of instrument; (ii) each type of transaction; (iii) each date; and (iv) each place where transactions have been conducted

a)

Description of the financial instrument, type of instrument

Identification code

Ordinary shares of £0.0001 each

GB00BZ76F335

b)

Nature of the transaction

Fundraise of ordinary shares

c)

Price(s) and volume(s)

PDMR	Price	No. of shares
Jim Newman	£0.0003	40,000,000

d)

Aggregated information

- Aggregated volume

- Price

N/A, single transaction

e)

Date of the transaction

2 August 2024

f)

Place of the transaction

Outside a trading venue

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