SOUND ENERGY PLC

Share Issue/Capital Change • May 20, 2015

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RNS Number : 7142N

Sound Oil PLC

20 May 2015

20 May 2015

Sound Oil plc

("Sound Oil" or the "Company")

Issue of Equity

Sound Oil, the Mediterranean focused upstream oil and gas company, is pleased to announce the issue of shares and warrants in respect of the first tranche of the £12 million placing first announced by the Company on 28 April 2015 (the "Placing").

Following receipt of £9.12 million of cash, Sound Oil has issued 48,000,000 ordinary shares of 1p each in the Company (the "New Ordinary Shares") and is also issuing 48,000,000 detachable/transferable warrants to subscribe for new Ordinary shares at a price of 24 pence per Ordinary Share for a period of 5 years from 22 May 2015 ("Warrants") to placees under the Placing.

It is expected that the Warrants will be listed on the Vienna Stock Exchange and should therefore be freely tradeable.

The issue of the New Ordinary Shares and Warrants represents the first of two tranches of Ordinary Shares and Warrants under the Placing. The remaining tranche, totaling a further £2.88 million, is subject to, inter alia, shareholder approval and is expected to complete during June 2015.

Application has been made for the 48,000,000 New Ordinary Shares to be admitted to trading on AIM and it is expected that dealings will commence on 22 May 2015. Following the issue of the New Ordinary Shares, the Company will have 467,207,065 Ordinary Shares in issue and there are no shares held in treasury. This is the total number of voting rights in the Company and may be used by shareholders as the denominator for the calculations by which they determine if they are required to notify their interest in, or change to their interest in, the Company under the Disclosure Rules and the Transparency Rules.

Metano Capital SA ("Metano"), a wholly owned subsidiary of Continental Investment Partners SA ("Continental"), has been issued with 3,865,525 New Ordinary Shares and 7,947,369 Warrants under the first tranche of the Placing.

In addition, Greenberry S.A., an affiliate of Continental by virtue of its common ownership, has been issued with 1,052,632 New Ordinary Shares and 21,621,053 Warrants in connection with the first tranche of the Placing.

Marco Fumagalli, a director of the Company, is Managing Partner of, and a 25% shareholder in, Continental.

Following the issue of the New Ordinary Shares, Continental and affiliates of Continental will be directly and indirectly interested in 73,111,907 Ordinary Shares. This holding represents 15.65 per cent. of the Company's issued share capital, as enlarged by the issue of the New Ordinary Shares. Continental and its affiliates are  contractually precluded from exercising any Warrants that they  hold to the extent that any such exercise would see their ownership  (together with that of  their related parties or concert parties) exceeding 29.9% of the issued share capital of the Company.

As notified in prior announcements by the Company, Continental has, together with its affiliates, previously been issued with a total of 67,307,692 warrants to subscribe for new ordinary shares in the Company. The Company was notified on 14 May 2015 that, following the transactions detailed below (each for nil consideration as part of Continental's transfer, at par value, of its interest in the Company's 8% loan notes  - the issue of which was announced on 25 April 2014 and 29 July 2014), the interests of Continental and Continental's affiliates in warrants to subscribe for new ordinary shares in the Company are now limited to their interests in the 29,568,422 Warrants being issued under the Placing.

Date of transaction	Number of warrants disposed of
08/08/2014	3,300,000
11/08/2014	12,980,769
12/08/2014	392,308
14/08/2014	2,730,769
14/08/2014	480,769
14/08/2014	823,077
14/08/2014	3,269,231
19/08/2014	2,638,462
20/08/2014	1,684,615
21/08/2014	3,846,154
22/08/2014	661,538
22/08/2014	430,769
04/09/2014	330,769
09/09/2014	2,884,615
17/09/2014	661,538
25/09/2014	153,846
26/09/2014	330,769
26/09/2014	3,076,923
30/09/2014	2,884,615
30/09/2014	13,076,923
06/10/2014	1,153,846
17/12/2014	9,515,387

For further information please contact:

Vigo Communications - PR Adviser Patrick d'Ancona Chris McMahon	Tel: +44 (0)20 7016 9573
Sound Oil James Parsons, Chief Executive Officer	j.parsons@soundoil.co.uk
Smith & Williamson - Nominated Adviser Azhic Basirov David Jones Ben Jeynes	Tel: +44 (0)20 7131 4000
Peel Hunt - Broker Richard Crichton Charles Batten	Tel: +44 (0)20 7418 8900

This information is provided by RNS

The company news service from the London Stock Exchange

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