Dome Energy enters loan agreements and issues warrants to allow large drilling program, conditional approval by an extraordinary general meeting
NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA, JAPAN, HONG KONG, SWITZERLAND, NEW ZEALAND, SINGAPORE OR SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OF THIS PRESS RELEASE WOULD BE UNLAWFUL OR WOULD REQUIRE REGISTRATION OR OTHER MEASURES BESIDES THOSE REQUIRED BY SWEDISH LAW. ADDITIONAL RESTRICTIONS APPLY, SEE THE IMPORTANT INFORMATION AT THE END OF THE PRESS RELEASE.
The board of directors in Dome Energy AB (publ), Swedish company registration number 556533-0189, (the “Company”) has resolved to enter into loan agreements in the total amount of approximately MSEK 46 with Bustein AS, Kvalitena AB (publ) and Trention AB (publ) (the “Lenders”). The loan agreements are entered into to provide the Company with funds which will be applied towards an aggressive drilling program in the Illinois Basin, but also general corporate purposes. The loan facility can be utilised until and including the first business day in January 2019 and shall be repaid in full the first business day falling 24 months after the first utilisation date. The loan has a fixed interest rate of 9.0 per cent per annum. Repayment may be made by set-off.
Further, the board of directors in the Company has, conditional on approval by an extraordinary general meeting, resolved on an issue of warrants with derogation from the shareholders’ pre-emption right (the “Issue”) to the Lenders where Bustein AS receives 490,677 warrants, Kvalitena AB (publ) receives 368,000 warrants and Trention AB (publ) receives 368,000 warrants.
The reason of the Issue to the Lenders is that the Company has undertaken to carry out the Issue as part of the agreement between the Company and the Lenders regarding the loans to the Company as described above. The Company’s major shareholders have declared that they support the Issue.
Subscription of the warrants shall take place no later than September 15, 2018. The board of directors shall be entitled to extend the subscription period. The warrants will be issued without consideration and each warrant entitles to subscription of one new share in the Company at a subscription price of SEK 37.50 per share. The subscription price has been decided after negotiations between the parties regarding the loan facility mentioned above. The subscription price for each share subscribed for with the support of a warrant shall be paid in cash or against set-off in pursuant to Chapter 14 Section 48 of the Swedish Companies Act (Sw. aktiebolagslagen). The warrants shall be subject to customary regulations for conversion of the subscription price in case of certain corporate events.
Exercise of the warrants for subscription of shares shall be made from the date of registration of the warrants with the Swedish Companies Registration Office (Sw. Bolagsverket) until and including September 1, 2020.
New shares issued upon subscription under the warrants shall entitle to dividend commencing on the record date for dividend as from the date they are registered in the share register kept by Euroclear Sweden AB.
Upon full exercise of the warrants 1,226,667 shares (from 7,381,729 shares to 8,608,396 shares). will be issued, corresponding to an increase on the Company’s share capital of SEK 6,133,335 (from SEK 36,908,645 to SEK 43,041,980). The Company will receive a total amount of MSEK 46 provided that all warrants are exercised in full. Provided that all warrants are exercised in full, the dilutive effect for shareholders will correspond to 14.25 per cent in relation to the total number of shares in the Company.
The Company and the respective lender under each loan agreement have agreed that the lender may set off any of its claims under the loan agreement against the Company’s claim for subscription price following the lender’s exercise of its warrants.
The directors Mats Gabrielsson (also chairman of the board of directors in Trention AB (publ)) and Knut Pousette (also CEO of Kvalitena AB (publ)) did not participate in the decisions to enter into the loan agreements and to carry out the Issue due to conflict of interest.
The resolution of the board of directors is conditional on approval by an extraordinary general meeting in the Company. Notice to attend the extraordinary general meeting will be announced via a separate press release.
Paul Morch, CEO: “We are happy to close this financing facility to allow a more aggressive drilling program to take place over the coming months. Our cash flows would allow a few wells to be drilled, but with the additional funds we could drill as much as 12 wells before the end of the year. We are currently working on details with rig and completion ability in the basin, and we will follow up with more details on our program next week.”
For further information, please contact:
Paul Mørch, CEO
Phone: +1 713 385 4104
E-mail: pm@domeenergy.com
This information is the kind of information that Dome Energy AB (publ) is obliged to publicize according to EU Market Abuse Regulations (MAR). The information was publicized, by the above contact person August 30, 2018, 14:15 CET.
About Dome Energy
Dome Energy AB is an independent Oil & Gas Company publicly traded on the Nasdaq First North exchange in Sweden (Ticker: DOME). Mangold Fondkommission AB, phone: +46 8 503 01 550, is the Company’s Certified Adviser. Headquartered in Houston, Texas, the Company’s focus is on the development and production of existing onshore Oil & Gas reserves in the United States. For more information visit www.domeenergy.com.
Important Information
The information in this press release does contain or constitute an offer to acquire, subscribe or otherwise trade in shares in the Company. The information in this press release does not contain or constitute an offer to acquire, subscribe or otherwise trade in shares or other securities in the Company. No action has been taken and measures will not be taken to permit a public offering in any jurisdictions other than Sweden.
The information in this press release may not be released, published or distributed, directly or indirectly, in or into the United States (including its territories and provinces, every state in the United States and the District of Columbia) (the “United States”), Canada, Australia, Japan, Hong Kong, Switzerland, New Zealand, Singapore, South Africa or any other jurisdiction in which such action is subject to legal restrictions or would require other measures than those required by Swedish law. Actions in violation of these restrictions may constitute a violation of applicable securities laws.
No shares or other securities in the Company have been registered, and no shares or other securities will be registered, under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or the securities legislation of any state or other jurisdiction in the United States and no shares or other securities may be offered, sold or otherwise transferred, directly or indirectly, in or into the United States, except under an available exemption from, or in a transaction not subject to, the registration requirements under the U.S. Securities Act and in compliance with the securities legislation in the relevant state or any other jurisdiction of the United States.
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