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VOLTAIC STRATEGIC RESOURCES LTD — Capital/Financing Update 2017
Oct 11, 2017
66024_rns_2017-10-11_fd93fd0f-3f8e-462f-8581-7b9042b7bb00.pdf
Capital/Financing Update
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20 Howard Street Perth WA 6000
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ABN 66 138 145 114
PO Box Z5207 St George’s Terrace Perth WA 6831
www.incrementaloilandgas.com ASX Code: IOG
Tel: +61 (0)8 6144 0590 Fax: +61 (0)8 6144 0593
ASX Announcement/Media Release
12 October 2017
Not for distribution or release in the United States
A$2.17 million equity raising
Key Points
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Renounceable pro-rata entitlement offer to raise up to ~A$2.17 million (before costs) on a 5 for 7 basis at an issue price of A$0.015 per fully paid ordinary share
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Top-up facility will allow eligible Shareholders that accept their entitlement in full to apply for additional shares
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Proceeds will be used to acquire a ~94% working interest in the Borie Oil Field located in the DJ Basin and working capital
Entitlement Offer
Incremental Oil and Gas Limited (ASX: IOG) (“IOG” or the “Company”) is pleased to announce a renounceable pro-rata entitlement offer ( Entitlement Offer ) to of 5 new shares for every 7 IOG shares held on 17 October 2017 ( Record Date ) at an issue price of $0.015 per share to raise up to ~A$2.17 million before costs.
The Entitlement Offer issue price of A$0.015 per New Share represents:
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a 32% discount to the Company’s closing share price of A$0.022 per share on 9 October 2017(the last trading day before IOG went into trading halt); and
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• a 23% discount to the 15-day VWAP of A$0.019 per share.
The net proceeds from the Entitlement Offer are expected to be used to fund:
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(a) the acquisition of a ~94% working interest (which will equal a ~82% net revenue interest) in the Borie Oil Field in the DJ Basin ( Borie Project ); and
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(b) working capital for further development of the Company’s projects.
Details of the Entitlement Offer
The Company has prepared a prospectus for the Entitlement Offer dated 11 October 2017 which has been released to ASX today ( Prospectus ). The Prospectus contains full details of the Entitlement Offer and should be read in full.
CRP02 30 Entitlement Offer Oct1217
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Only IOG shareholders with registered addresses in Australia and New Zealand on the Record Date are eligible to participate in the Entitlement Offer if they meet the eligibility criteria set out in the Prospectus ( Eligible Shareholders ). As the Entitlement Offer is renounceable, investors who purchase an entitlement from an Eligible Shareholder (during the entitlement trading period) may also exercise entitlements provided that they have a registered address in Australia or New Zealand and otherwise meet the eligibility criteria set out in the Prospectus ( Eligible Entitlement
Holders ).
Eligible Shareholders and Eligible Entitlement Holders are collectively referred to as “ Eligible Offerees ”.
Any investor who is in the United States, is a US Person or is acting for the account or benefit of such persons or who is ineligible under all applicable securities laws to receive an offer under the Entitlement Offer will not be entitled to participate.
Eligible Offerees (other than directors and related parties of IOG) may, in addition to taking up their entitlement, apply for additional New Shares in excess of their entitlement under the ‘Top-Up Facility’ offered under the Entitlement Offer.
Trading of Entitlements under the Entitlement Offer
Entitlements are renounceable and will be tradeable on ASX or transferrable offmarket. This provides Eligible Shareholders the opportunity to sell some or all of their entitlements in order to realise value for those entitlements. Trading of entitlements is expected to commence on ASX on Monday 16 October 2017 (on a deferred settlement basis) and to end on Friday 27 October 2017.
It is the responsibility of purchasers of entitlements to inform themselves of the 'eligibility criteria' (details of which are set out in the Prospectus) for exercise. If holders of entitlements after the end of the trading period do not meet the eligibility criteria, they will not be able to exercise the entitlements. In the event that holders are not able to take up their entitlements, those entitlements will lapse.
No underwriting
The Entitlement Offer is not underwritten.
Lead Manager
CPS Capital Group Pty Ltd (CPS Capital) has been appointed as lead manager for the issue.
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Indicative timetable[1]
| Event | 2017 |
|---|---|
| Announcement of the Entitlement Offer | Thursday 12 October |
| “Ex”-date (shares now trade without right to participate in the Entitlement Offer) Entitlement trading to commence on a deferred settlement basis |
Monday 16 October |
| Record Date to determine entitlement to subscribe for New Shares |
7.00pm (AEDT) on Tuesday 17 October |
| Entitlement Offer opens | Wednesday 18 October |
| Entitlement trading ends | Friday 27 October |
| New Shares quoted on a deferred settlement basis | Monday 30 October |
| Closing date for Entitlement Offer | 5.00pm (AEDT) on Friday 3 November |
| Issue of New Shares and despatch of confirmation of issue Deferred settlement trading ends |
Friday 10 November |
| Normal trading of New Shares on ASX | Wednesday 15 November |
Sale Nominee
In accordance with Listing Rule 7.7, IOG has also appointed CPS Capital as nominee to sell the entitlements to which ineligible shareholders are entitled and remit net proceeds (if any) to them.
Other information
Further details of the Entitlement Offer are set out in the Prospectus. The Prospectus contains important information in relation to the Entitlement Offer, including details of how to participate in the Entitlement Offer, the eligibility criteria for participating in the Entitlement Offer, the key risks associated with an investment in the Company and further details on the Company.
The Entitlement Offer falls within an exception to ASX Listing Rule 7.1 and does not require shareholder approval.
Shareholder enquiries
Shareholders who have questions relating to the Entitlement Offer should call the Company Secretary, Simon Adams on business days prior to the closing date of the Entitlement Offer on the details set out below.
ENDS
1 These dates are indicative only. The Company may vary the dates and times of the Entitlement Offer or withdraw it without notice. Accordingly, Eligible Shareholders are encouraged to submit their entitlement and acceptance form as early as possible. Without limiting the foregoing, subject to the ASX Listing Rules, the IOG directors reserve the right to extend the Closing Date for the Entitlement Offer. Any extension of the Closing Date will have a consequential effect on the anticipated date for issue of New Shares.
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For further details contact:
Australia – USA – Simon Adams, CFO & Company Secretary John Whisler, Managing Director Email: [email protected] Email: [email protected] Phone: +61 (0)8 6144 0590 Phone: +1 (720) 763-3183 Mobile: +61 (0)439 845 435 Web site: www.incrementaloilandgas.com Twitter: @IncrementalOG
Important notice
This announcement is not an offer or an invitation to acquire securities. In particular, any securities described in this announcement have not been, and will not be, registered under the US Securities Act 1933 (as amended) and may not be offered or sold in the United States except in transactions exempt from, or not subject to, registration under the US Securities Act and applicable US state securities laws.
Forward-looking statements
This release contains forward-looking statements. The words 'forecast', 'estimate', 'likely', 'anticipate', 'believe', 'expect', 'project', 'predict', 'outlook', 'guidance', 'intend', 'should', 'could', 'may', 'target', 'plan' and other similar expressions are intended to identify forward-looking statements. Indications of, and guidance on, future earnings and financial position and performance are also forward-looking statements. Forward-looking statements in this release include statements regarding our strategy, future operational and financial results, acquisitions, future projects, the results of the capital raising and the use of proceeds therefrom. You are cautioned not to place undue reliance on forward-looking statements. The forward-looking statements, opinions and estimates provided in this release are based on assumptions and contingencies that are subject to change without notice, as are statements about market and industry trends, which are based on interpretations of current market conditions. Forward-looking statements including projections, guidance on future earnings and estimates are provided as a general guide only and should not be relied upon as an indication or guarantee of future performance. Forwardlooking statements are subject to known and unknown risks and uncertainties, there can be no assurance that actual outcomes will not differ materially from forward-looking statements and readers are cautioned not to place undue reliance on these forward-looking statements. The Company assumes no obligation to update or revise these forward-looking statements to reflect any change in expectations or assumptions.
Background on Incremental Oil and Gas Limited
Incremental Oil and Gas Limited is an USA onshore focused oil and gas exploration and production company. The Company’s strategy is to identify and acquire low risk, underperforming oil and gas fields and apply modern technology and expertise to increase production and enhance hydrocarbon recovery, while increasing net cash flow to grow the business.
The Company has a portfolio of oil and gas producing projects in Wyoming, Colorado and California, USA.
The Company is the operator of the Silvertip (WY), Florence (CO), Sheep Springs (CA) and Round Mountain (CA) Fields with 100% of the working interest and NRI’s between 78.5 - 87.5%.
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