UK Oil & Gas PLC

("UKOG" or the "Company")

Placing and Retail Offer to fund hydrogen storage

UK Oil & Gas PLC (London AIM: UKOG) is pleased to announce that it has conditionally raised gross proceeds of £1.0 million by means of a placing (the "Placing") of new Ordinary Shares (the "Placing Shares") at a price of 0.05 pence per share (the "Issue Price"). The Issue Price represents a discount of approximately 37% per cent to the Closing Price of 0.08 pence per Ordinary Share on 2^nd August 2024, being the latest practicable business day prior to the publication of this Announcement.

In addition to the Placing, as the Company values its existing retail shareholder base, the Company also intends to offer its existing retail shareholders a "Retail Offer" of new Ordinary Shares at the same Issue Price as the Placing (the "Retail Offer Shares" and together with the Placing Shares the "Fundraising Shares").

The Company will release a separate announcement regarding the Retail Offer and its terms. For the avoidance of doubt, the Placing is separate from and does not form part of the Retail Offer.

The Placing and Retail Offer are conditional, inter alia, upon the passing of resolutions to be put to the Company's shareholders at a General Meeting, expected to be held via a virtual platform on or around 21^st August 2024 and the Fundraising Shares being admitted to trading ("Admission") on the AIM market ("AIM") of London Stock Exchange plc ("LSE").

Use of Proceeds:

The Placing's proceeds will be directly employed to further specific activities required to materially advance the Company's hydrogen storage projects. Specifically, it will permit the Company to initiate essential new studies, including but not limited to environmental surveys, engineering studies and other works necessary to submit applications for: (i) government Revenue Support in the first hydrogen storage allocation round (see RNS 29^th May 2024, 27^th June 2024 and 2^nd August 2024), and (ii) Development Consent Orders under the Nationally Significant Infrastructure Project planning regime.

The funds will also permit the Company to further negotiations with identified prospective strategic joint venture partners and conclude a land option agreement for a further hydrogen storage site. The Company will also seek further Letters of Support for its Revenue Support application similar to those recently furnished by major energy and UK hydrogen infrastructure players RWE, Sumitomo and SGN.

Placing Summary

·    The Placing raised £1,000,000 (before expenses) through the issue of 2,000,000,000 Placing Shares at the Issue Price.

·    The net proceeds of the Placing will be utilised as described above.

·    Participants in the Placing have subscribed on the basis of the customary terms and conditions of the Placing.

The Placing

Subject to the passing of resolutions by the Company's shareholders at the General Meeting, the Company will issue 2,000,000,000 Placing Shares, to raise gross proceeds of £1,000,000 to participants in the Placing. Admission to trading on AIM is expected on or around 27^th August 2024. CMC Markets UK Plc ("CMC"), trading as CapX, acted as the Company's sole placing agent in respect of the Placing.

Stephen Sanderson UKOG's Chief Executive commented:

"The funding, together with the support from leading UK energy and hydrogen-space infrastructure players, RWE, Sumitomo and SGN, means we can now materially advance our nationally significant projects towards the goal of a competitive Revenue Support application. It will also greatly help us to secure at least one major strategic partner as a joint venture participant and to enhance our lobbying efforts with our new Labour government, who to date seem motivated and committed to making hydrogen and its storage a fundamental part of Britain's renewable superpower ambition."

Placing Information

The Placing has not been underwritten by CMC and is conditional inter alia on the placing agreement dated 2^nd August 2024 between the Company and CMC (the "Placing Agreement") not having been terminated or breached and the Admission of the Placing Shares to trading. The Placing is conditional on the Company obtaining shareholder authority at the General Meeting and the Placing Agreement includes customary terms and conditions.  

The Placing Shares will be issued, credited as fully paid, and will rank pari passu with the existing Ordinary Shares in issue in the capital of the Company, including the right to receive all dividends and other distributions (if any) declared, made or paid on or in respect of such shares after the date of their issue.

Admission to trading

Application will be made to AIM for Admission, which is expected to become effective and dealings in the Placing Shares to commence at, 8.00 a.m. on or around 27^th August 2024.

Following Admission, the total voting rights in the Company will therefore be 10,167,456,073 and Shareholders will be able to use this figure as the denominator by which they are required to notify their interest in, or change to their interest in, the Company under the Disclosure Guidance and Transparency Rules.

For further information, please contact:

UK Oil & Gas Plc

Stephen Sanderson / Matt Cartwright                                                                           Tel: 01483 941493

Zeus Capital Limited (Nominated Adviser and Broker)                                                            

James Joyce / James Bavister / Andrew de Andrade                                                   Tel: 0203 829 5000

CMC Markets (Joint Broker)

Douglas Crippen                                                                                                            Tel: 0203 003 8632

Communications

Brian Alexander                                                                                                             Tel: 01483 941493  

The information contained within this announcement is deemed by the Company to constitute inside information under the Market Abuse Regulation (EU) No. 596/2014, as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018. Upon publication of this announcement, this information is now considered to be in the public domain.