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EMPYREAN ENERGY PLC
Share Issue/Capital Change • Jan 30, 2025
7622_rns_2025-01-30_2747c0ba-5cae-44bf-9564-ead75fe8067a.html
Share Issue/Capital Change
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National Storage Mechanism | Additional information 
RNS Number : 1989V
Empyrean Energy PLC
30 January 2025
30 January 2025
This announcement contains inside information
Empyrean Energy PLC / Index: AIM / Epic: EME / Sector: Oil & Gas
Empyrean Energy PLC ('Empyrean' or 'the Company')
Empyrean completes £675,000 Placing
Empyrean Energy plc ("Empyrean" or the "Company"), the oil and gas development company with interests in Australia, Indonesia and the United States, is pleased to advise that it has raised £675,000 (before costs) through a placing of 675,000,000 new ordinary shares of 0.01p each in the Company (the "Placing Shares") at a price of 0.1p per Placing Share (the "Issue Price") (the "Placing").
The Issue Price represents a 9.1% discount to the price of the Company's ordinary shares (the "Shares") as at close of business on 29 January 2025 (0.11p) and a 11.7% discount to the volume weighted average price of the Shares for the ten days prior to close of business on 29 January 2025 (0.113p).
Funds raised pursuant to the Placing will be used for Empyrean's anticipated share of costs for the drilling and testing of the Wilson prospect (as announced on 23 January 2025) and for the Company's general working capital purposes.
The Placing is being completed under the Company's existing authorities and is not subject to the approval of shareholders.
Director Participation and Salary Sacrifice
Of the total raised under the Placing, CEO and Managing Director of Empyrean, Tom Kelly, has subscribed for 11,000,000 Placing Shares, Technical Director of Empyrean, Gaz Bisht, has subscribed for 9,000,000 Placing Shares and the Company Secretary, Jonathan Whyte, has subscribed for 2,500,000 Placing Shares.
The following table details the updated interests of each of Tom Kelly, Gaz Bisht and Jonathan Whyte:
| Director/PDMR | Number of Placing Shares | Total Number of Shares held | % of Issued Share Capital |
| Tom Kelly | 11,000,000 | 134,317,571 | 4.16 |
| Gaz Bisht | 9,000,000 | 65,398,839 | 2.02 |
| Jonathan Whyte | 2,500,000 | 6,919,413 | 0.21 |
As part of ongoing cash preservation measures, Empyrean advises that directors Tom Kelly and Gaz Bisht and Company Secretary, Jonathan Whyte, have agreed to take one third of their salaries in shares, commencing from 1 February 2025 and concluding on 31 March 2025 (the "Salary Sacrifice Shares"). The Salary Sacrifice Shares will be issued at a deemed price of 0.1p in lieu of cash remuneration for the months of February and March 2025. A further announcement will be issued in due course.
Issue of shares in lieu of capital raising fees
The Company advises that it has resolved to issue 7,500,000 shares to a third party in lieu of part of the fees associated with the Placing (the "Fee Shares").
Issue of Warrants
Empyrean advises that it has resolved to issue incentive warrants in respect of 15,000,000 shares of 0.01p in the Company to the Company Secretary Jonathan Whyte, or his nominee ("Incentive Warrants"). The Incentive Warrants have been granted as part of the Company's remuneration framework to incentivise and retain management.
The exercise price of the Incentive Warrants is at a 20% premium to the Issue Price of the Placing Shares (0. 12p) and they will expire on 31 January 2027.
Total Voting Rights and Admission
Application will be made for the Placing Shares and the Fee Shares (t ogether, the "New Ordinary Shares") to be admitted to trading on AIM. Admission is expected to take place on 4 February 2025. The New Ordinary Shares will rank pari passu with existing Shares in issue.
Following the issue of the New Ordinary Shares, the Company's enlarged issued share capital will comprise 3,232,592,441 Shares. This figure may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, securities of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
Empyrean CEO, Tom Kelly commented , "Empyrean is pleased to secure these funds in the lead up to drilling the Wilson River 1 well. With the well fully funded we look forward to updating shareholders on further progress in the lead up to the commencement of drilling."
For further information please visit www.empyreanenergy.com or contact the following:
| Empyrean Energy plc | Tel: +61 (8) 6146 5325 |
| Tom Kelly | |
| Cavendish Capital Markets Limited (Nominated Advisor and Broker) | Tel: +44 (0) 207 220 0500 |
| Neil McDonald Pearl Kellie |
|
| Novum Securities Limited (Joint Broker) | Tel: +44 (0) 207 399 9400 |
| Colin Rowbury |
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: | Thomas Kelly |
| 2 | Reason for the Notification | |
| a) | Position/Status: | Managing Director/CEO |
| b) | Initial notification/ Amendment: | Initial Notification |
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name: | Empyrean Energy Plc |
| b) | LEI: | 213800ZRH1WBHEWDFA57 |
| 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 0.01p each ("Shares") GB00B09G2351 |
| b) | Nature of the transaction: | Subscription for Placing Shares |
| c) | Price(s) and Volume(s): | Placing Shares Price Volume 0.1p 11,000,000 |
| d) | Aggregated Information: - Aggregated Volume - Price |
N/A (Single transaction) |
| e) | Date of the Transaction: | 29 January 2025 |
| f) | Place of the Transaction: | London Stock Exchange, AIM (LON:EME) |
| 1 | Details of the person discharging managerial responsibilities/person closely associated | |
| a) | Name: | Gaz Bisht |
| 2 | Reason for the Notification | |
| a) | Position/Status: | Technical Director |
| b) | Initial notification/ Amendment: | Initial Notification |
| 3 | Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor | |
| a) | Name: | Empyrean Energy Plc |
| b) | LEI: | 213800ZRH1WBHEWDFA57 |
| 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 0.01p each ("Shares") GB00B09G2351 |
| b) | Nature of the transaction: | Subscription for Placing Shares |
| c) | Price(s) and Volume(s): | Placing Shares Price Volume 0.1p 9,000,000 |
| d) | Aggregated Information: - Aggregated Volume - Price |
N/A (Single transaction) |
| e) | Date of the Transaction: | 29 January 2025 |
| f) | Place of the Transaction: | London Stock Exchange, AIM (LON:EME) |
1
Details of the person discharging managerial responsibilities/person closely associated
a)
Name:
Jonathan Whyte
2
Reason for the Notification
a)
Position/Status:
Company Secretary
b)
Initial notification/ Amendment:
Initial Notification
3
Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor
a)
Name:
Empyrean Energy Plc
b)
LEI:
213800ZRH1WBHEWDFA57
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 0.01p each ("Shares")
GB00B09G2351
Warrants over ordinary shares of 0.01p each ("Shares")
GB00B09G2351
b)
Nature of the transaction:
Subscription for Placing Shares and Issue of Incentive Warrants
c)
Price(s) and Volume(s):
Placing Shares
Price Volume
0.1p 2,500,000
Incentive Warrants
| Exercise Price(s) | Volume(s) |
| 0.12p | 15,000,000 |
d)
Aggregated Information:
- Aggregated Volume
- Price
N/A (Single transaction)
e)
Date of the Transaction:
29 January 2025
f)
Place of the Transaction:
London Stock Exchange, AIM (LON:EME)
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