7th Oct 2025 07:00
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF REGULATION (EU) 596/2014 AS IT FORMS PART OF DOMESTIC LAW IN THE UNITED KINGDOM BY VIRTUE OF THE EU (WITHDRAWAL) ACT 2018 ("MAR"). IN ADDITION, MARKET SOUNDINGS (AS DEFINED IN MAR) WERE TAKEN IN RESPECT OF THE FUNDRAISING WITH THE RESULT THAT CERTAIN PERSONS BECAME AWARE OF INSIDE INFORMATION (AS DEFINED IN MAR), AS PERMITTED BY MAR. THIS INSIDE INFORMATION IS SET OUT IN THIS ANNOUNCEMENT. THEREFORE, THOSE PERSONS THAT RECEIVED INSIDE INFORMATION IN A MARKET SOUNDING ARE NO LONGER IN POSSESSION OF SUCH INSIDE INFORMATION RELATING TO THE COMPANY AND ITS SECURITIES.
United Oil & Gas PLC / Index: AIM / Epic: UOG / Sector: Oil & Gas
7 October 2025
United Oil & Gas plc
("United" or "the Company")
Conditional Fundraising to Deliver Piston Coring Programme
United Oil & Gas Plc (AIM: "UOG"), the oil and gas company with a high impact exploration licence in Jamaica and development asset in the UK announces details of a conditional placing and a conditional subscription to raise approx. £2.33 million (before expenses) (the "Fundraising") through the proposed issue of a total of 1,552,532,979 of new ordinary shares of £0.00001 each ("Ordinary Share"), subject to shareholder approval at a general meeting to be convened, in the capital of the Company (the "Fundraising Shares"). The Fundraising comprises a conditional placing of 1,481,866,313 new Ordinary Shares at a price of £0.0015 per Ordinary Share (the "Issue Price") by Tennyson and Shard, acting as joint brokers ("Tennyson" and "Shard" together the "Joint Brokers") who conditionally raised gross proceeds of approx. £2.22 million (the "Placing"). The additional approx. £0.1 million has been raised through direct subscriptions of 70,666,666 new Ordinary Shares at the Issue Price with the Company (the "Subscription"). The Fundraising was significantly oversubscribed. As part of the Fundraising, participants will be issued one warrant ("Fundraising Warrant") to subscribe for one new Ordinary Share for every one Fundraising Share subscribed. Each Fundraising Warrant will be exercisable at £0.00225, valid for 12 months from date of issue.
Rationale for the Fundraising
Over the past few months, United has made significant progress in advancing the Walton Morant work programme. With the licence has now extended until 31 January 2028, and both the Environmental Permit and Beach Licence secured, the Company has a clear regulatory pathway to commence the next phase of technical work including sub-surface geochemical exploration and piston coring.
Following this progress, United commissioned an independent Risking Review study to assess the potential impact of including a Surface Geochemical Exploration (SGE) piston core survey in the work programme.
The findings were highly encouraging, and the review concluded that a successful piston coring programme could:
· Increase the Geological Chance of Success (GCoS) at the Colibri prospect from 19% to 32%,
· Increase the GCoS at the Oriole prospect from 13% to 21%, and
· Deliver similar uplifts across other prospects within the Walton Morant licence where thermogenic hydrocarbons are detected.
This uplift represents a step change in predrill confidence, providing both a material value trigger for shareholders and a strong platform for ongoing farmout discussions. By executing the piston core programme directly, United can accelerate technical validation ahead of any potential farmin partnership.
Use of Proceeds
The net proceeds of the Fundraising are expected to provide the Company with cash resources through 2026 and will be used to advance the Piston Coring at the Walton Morant Licence, offshore Jamaica, including:
· Securing and mobilising a suitable vessel for the piston coring and surface geochemical survey;
· Funding associated technical, analytical, and operational costs related to the survey
· General and Administrative expenses
The piston coring programme represents a critical step in United's strategy to de-risk the Walton Morant Licence and enhances its attractiveness to potential farm-in partners. Successful execution of this survey will provide direct geochemical evidence of hydrocarbon generation and migration, materially strengthening the licence's technical and commercial position.
United Chief Executive Officer, Brian Larkin commented:
"This fundraising is pivotal moment for United and funds the company through 2026. The piston core survey has the potential to materially de-risk the Walton Morant Basin, and we are determined to deliver it.
The recently published Risking Review Study by Iapetus Geoscience Limited has demonstrated the potential for a significant project value uplift in a success case. We have a short operational window in the coming months to secure a suitable vessel and complete the work. Acting now gives us control over timing, momentum, and the opportunity to capture that value as we progress our farm-out campaign.
The independent Risking Review demonstrated that a successful survey could increase the Geological Chance of Success at Colibri to 32%, a level rarely seen in frontier exploration. That kind of validation not only strengthens our technical case but positions us far better for ongoing farm-out discussions.
This is about driving tangible value for shareholders and ensuring United remains in the strongest possible position to move Walton Morant forward."
Details of Fundraising and General Meeting
A placing agreement has today been entered into between the Company and the Joint Brokers in connection with the Placing (the "Placing Agreement"). The Company has also today received subscription letters (the ("Subscription Letters/Agreement") from certain subscribers. The Company does not have sufficient shareholder authorities to issue and allot the Fundraising Shares. Accordingly, the Company intends to convene a general meeting ("GM") to be held on or around 27 October 2025 to seek shareholder authorities to allot and issue the Fundraising Shares and Fundraising Warrants.
Subject to the passing of the resolutions at the GM, an application will be made to the London Stock Exchange for the Fundraising Shares to be admitted to trading on AIM. Subject to the Conditions below, it is expected that admission to trading on AIM ("Admission") will become effective and that dealings in the Fundraising Shares will commence at 8.00 a.m. on 28 October 2025.
The Fundraising Shares will be issued and credited as fully paid and will rank in full for all dividends and other distributions declared, made or paid after the admission of those Fundraising Shares and will otherwise rank on Admission pari passu in all respects with each other and with the existing ordinary shares in the Company.
The Fundraising is conditional upon, amongst other things:
· the Placing Agreement having become unconditional (save for Admission) and not having been terminated in accordance with its terms prior to Admission; and
· the passing by shareholders of certain resolutions at a General Meeting ("GM") of the Company authorities to, amongst other matters, issue the Fundraising Shares and the Fundraising Warrants.
· Admission taking place by no later than 8.00 a.m. on 28 October 2025 (or such later date as the Joint Brokers may agree in writing with the Company, being not later than 8.00am on the long stop date). If any of the conditions are not satisfied, the Fundraising Shares will not be issued, and Admission of the Fundraising Shares will not take place.
The total issued share capital of the Company, as increased by the Fundraising Shares, immediately following Admission and excluding any outstanding warrants being exercised (and excluding any issues of shares pursuant to the exercise of any employee share incentives between the date of this Announcement and Admission) will be 4,065,855,202 Ordinary Shares.
The Company expects to send a circular to shareholders tomorrow convening a General Meeting to propose the resolutions to shareholders to issue the Fundraising Shares.
Indicative Timetable
Date of publication of the Circular Posting of Circular and Form of Proxy | 7 October 2025 8 October 2025 |
Latest time and date for receipt of Forms of Proxy | 11.00 a.m. on 25 October 2025 |
General Meeting | 11.00 a.m. on 27 October 2025 |
Announcement of results of the General Meeting | 27 October 2025 |
Admission and commencement of dealings in the Fundraising Shares on AIM | 8.00 a.m. on 28 October 2025 |
CREST accounts to be credited for the Fundraising Shares to be held in uncertificated form | 28 October 2025 |
Dispatch of definitive share certificates for applicable Fundraising Shares to be held in certificated form | No later than 14 days following the date of Admission
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**ENDS**
Enquiries | ||
United Oil & Gas Plc (Company) | ||
Brian Larkin, CEO | ||
Beaumont Cornish Limited (Nominated Adviser) | ||
Roland Cornish | Felicity Geidt | Asia Szusciak | +44 (0) 20 7628 3396 | |
Tennyson Securities (Joint Broker) | ||
Peter Krens | +44 (0) 020 7186 9030 | |
Optiva Securities Limited (Joint Broker) | ||
Christian Dennis | +44 (0) 20 3137 1902 | |
Shard Capital Limited (Joint Broker) Damon Heath | Isabella Pierre | ||
+44 (0) 207 186 9900 |
Beaumont Cornish Limited ("Beaumont Cornish") is the Company's Nominated Adviser and is authorised and regulated by the FCA. Beaumont Cornish's responsibilities as the Company's Nominated Adviser, including a responsibility to advise and guide the Company on its responsibilities under the AIM Rules for Companies and AIM Rules for Nominated Advisers, are owed solely to the London Stock Exchange. Beaumont Cornish is not acting for and will not be responsible to any other persons for providing protections afforded to customers of Beaumont Cornish nor for advising them in relation to the proposed arrangements described in this announcement or any matter referred to in it.
Notes to Editors
United Oil & Gas is an oil and gas company with a development asset in the UK and a high impact exploration licence in Jamaica.
The business is led by an experienced management team with a strong track record of growing full cycle businesses, partnered with established industry players and is well positioned to deliver future growth through portfolio optimisation and targeted acquisitions.
United Oil & Gas is listed on the AIM market of the London Stock Exchange. For further information on United Oil and Gas please visit www.uogplc.com
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