Gunsynd plc
("Gunsynd" or the "Company")
Further Investment in Oyster Oil and Gas, Issue of Equity and Investment Update
Further Investment in Oyster Oil and Gas
Gunsynd Plc (AIM: GUN, NEX: GUN) is pleased to announce that it has entered into a subscription agreement with Oyster Oil & Gas ("Oyster"), a junior oil and gas E&P company quoted on the Toronto Venture Exchange in Canada to invest an additional CAD408,050 (approximately £250,000) on the following terms:
· Oyster has issued Gunsynd a convertible loan debenture for a principal amount of CAD408,050 (approximately £250,000) (the "Loan");
· The Loan will accrue interest at 10% per annum;
· The Loan is convertible at the Company's option at the lesser of CAD0.50 per Oyster common share (an "Oyster Share") or a 20% discount to the first offering price of Oyster's Shares on AIM, subject to compliance with the TSX-V minimum discount policies, or is repayable either one year from issue or five days following the admission of Oyster's Shares to trading on AIM; and
· Gunsynd will receive 216,875 transferable warrants, whereby each warrant entitles the holder to subscribe for a new common share for a period of one year from issue at a price of CAD0.55 per Oyster Share.
Oyster is listed on the TSX Venture Exchange (TSX-V: OY) and is also seeking admission to trading on AIM. It is an international energy group focused on oil and gas exploration and production activities in underexplored hydrocarbon basins. Oyster currently operates 4 blocks in the Republic of Djibouti (100% interest); 3 blocks are located onshore and 1 block offshore, and also the sole interest holder in one onshore block in the Republic of Madagascar.
Gunsynd already holds 3,062,500 shares in Oyster.
In recognition of the efforts made by Gunsynd to assist Oyster it is further agreed that, subject to TSX-V and AIM approval:
(a) Oyster shall pay a corporate finance fee of £110,000 to Gunsynd on admission to AIM of Oyster's shares, and such fee shall be due and payable by Oyster to Gunsynd in common shares of Oyster at the placing price of Oyster's first placing of ordinary shares on AIM.
(b) Oyster shall grant to Gunsynd a warrant over three percent (3%) of the enlarged share capital of Oyster following admission of its ordinary shares to AIM which will be able to be exercised for a period of 12 months from the date of the Admission at the IPO Price.
Issue of Equity
Gunsynd announces that it has raised £450,000, gross of expenses, through the issue of 1,125,000,000 new shares of 0.01p each in the Company ("Placing Shares") at a placing price of 0.04 pence per share with certain private investors ("the "Placing"). This Placing is to raise funds to assist in progressing possible investment opportunities that the Company is currently looking at in addition to the abovementioned investment in Oyster.
Application is being made for the Placing Shares, which will, on issue, rank pari passu with the existing ordinary shares, to be admitted to trading on AIM and such admission is expected to occur on or around 27 July 2017. The Placing Shares will be admitted to trading on NEX simultaneously with the admission to AIM.
The Company will therefore have 4,882,924,490 Ordinary Shares in issue with voting rights and admitted to trading on AIM and NEX. This figure may be used by shareholders in the Company as the denominator for the calculation by which they will determine if they are required to notify their interest in, or a change to their interest in, the share capital of the Company under the Financial Conduct Authority's Disclosure and Transparency Rules.
Investment Update
Gunsynd announces that since the last update it has made a number of share disposals and its listed share portfolio (other than Oyster) consists of:
Zenith |
1,900,334 shares |
Alba |
63,500,000 shares |
Integumen |
275,000 shares |
Gunsynd no longer holds any shares in Georgian Mining Corporation or Pires Investments plc.
Brazil Tungsten Holding Ltd - Production of concentrate dropped in the last three months (March 9.1 tonnes, April 7.5 tonnes and May 8 tonnes) due to a lack of explosives (which has now been resolved) and lower grades being hit in the particular section of the ore body. Semi-mechanised mining is being proposed to increase production and higher grade ore should be hit in the coming months to increase production. Further to the announcement of 27 March 2017, the licence for the new Tarantula mine is still awaiting approval from the Brazilian government.
Executive chairman Hamish Harris commented:
"We are pleased to be able to assist Oyster with their proposed AIM IPO. We also note the strong investor interest in the prospects of the UK onshore Weald basin to which we have direct exposure via our shareholdings in Horse Hill Developments Ltd and indirectly via Alba Mineral Resources."
This announcement contains inside information for the purposes of Article 7 of EU Regulation 596/2014.
The directors of Gunsynd accept responsibility for this announcement.
For further information please contact:
Gunsynd plc:
+44 (0) 20 7440 0640
Hamish Harris
Nominated Adviser/NEX Exchange Corporate Adviser
+44 (0) 20 7213 0880
Cairn Financial Advisers LLP
James Caithie / Liam Murray
Peterhouse Corporate Finance (Joint Broker)
+44 (0)20 7469 0930
Lucy Williams
