THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN IS RESTRICTED AND IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM THE UNITED STATES, AUSTRALIA, CANADA, JAPAN, NEW ZEALAND, THE REPUBLIC OF SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION WOULD BE UNLAWFUL.
United Oil & Gas PLC / Index: AIM / Epic: UOG / Sector: Oil & Gas
8 October 2025
United Oil & Gas plc
("United" or "the Company")
Posting of Circular and Notice of General Meeting
Further to the "Conditional Fundraising to Deliver Piston Coring" announcements published at 7.00 a.m. on 7 October 2025 (the "Fundraising Announcement") regarding conditional fundraising of approx. £2.33 million (the "Fundraising") the Company confirms that it has published a shareholder circular (the "Circular") encompassing a notice of general meeting (the "General Meeting"), which is being convened for the purpose of proposing a vote in relation to certain resolutions, including those in connection with the allotment of Fundraising Shares, Fundraising Warrants and Broker Warrants. The detailed reasons for and background to the resolutions are set out in the Circular, which will be posted to Shareholders today and will be uploaded on the Company's website https://www.uogplc.com/ .
Capitalised terms used in this announcement have the meaning given in the Fundraising Announcements and the Circular unless the context requires otherwise or as otherwise defined herein.
The General Meeting of United is to be held at the offices of Laytons LLP, First Floor Yarnwicke, 119-121 Cannon Street, London EC4N 5AT on 27 October 2025 at 11.00 a.m.
The Form of Proxy for use in connection with the General Meeting should be completed and returned in accordance with the instructions thereon so as to be received by the Company's registrars, Share Registrars Limited, 3 The Millennium Centre, Crosby Way, Farnham, Surrey GU9 7XX by no later than 11.00 a.m. on 23 October 2025.
Completion and return of a Form of Proxy will not preclude Shareholders from attending and voting in person at the General Meeting should they so wish.
Recommendation
The Directors believe that the passing of the Resolutions is in the best interests of the Company and all Shareholders. Shareholders should note that, if the Company does not receive the proceeds of the Fundraising, the Company would have to seek alternative forms of finance and/or undertake other activities such as delaying or reducing capital expenditure. Failure to secure alternative forms of finance at all or on commercially acceptable terms, or undertaking other activities such as delaying or reducing capital expenditure, could have a material adverse effect on the Company's business, financial condition, prospects, capital resources, cash flows, share price, liquidity, results and/or future operations.
In particular, failure to conclude the Fundraising will compromise the Company's ability to undertake the piston core survey. As a result, the Company may be unable to fulfil its long-term exploration and appraisal programme, meet its work commitments under existing licences or working capital requirements. Failure to do so could result in the premature termination, suspension or withdrawal of the Group's licences and impact the company to continue as a going concern.
Accordingly, the Directors unanimously recommend shareholders to vote in favour of the Resolutions, as they will do in respect of their ordinary shares in the Company, representing in aggregate 0.99 per cent (%) of the Ordinary Shares in issue as at the date of this document.
Indicative Timetable
Publication of the Circular |
8 October 2025 |
Latest time and date for receipt of forms of proxy, CREST Proxy Instruction or electronic proxy appointment for use at the General Meeting |
11:00 a.m. on 23 October 2025 |
General Meeting |
11:00 a.m. on 27 October 2025 |
Expected date of Admission of the Second Tranche Placing Shares to trading on AIM |
08:00 a.m. 28 October 2025 |
Notes:
1) The timing of the events in the above timetable is indicative only and may be subject to change.
2) The timetable assumes that there is no adjournment of the General Meeting. If there is an adjournment, all subsequent dates are likely to be later than those shown.
3) If any of the above times or dates should change, the revised times and/or dates will be notified by an announcement to a Regulatory Information Service.
4) All of the events listed in the above timetable following the holding of the General Meeting are conditional upon the passing of the Resolutions.
5) All of the times referred to above are references to London time.
INDICATIVE SHARE STATISTICS
Fundraising Shares |
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1,552,532,979
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Fundraising Warrants |
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1,552,532,979
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Brokers Warrants |
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74,093,316
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END
Enquiries |
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United Oil & Gas Plc (Company) |
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Brian Larkin, CEO |
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Beaumont Cornish Limited (Nominated Adviser) |
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Roland Cornish | Felicity Geidt | Asia Szusciak |
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+44 (0) 20 7628 3396 |
Tennyson Securities (Joint Broker) |
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Peter Krens |
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+44 (0) 20 7186 9030 |
Optiva Securities Limited (Joint Broker) |
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Christian Dennis |
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+44 (0) 20 3137 1902 |
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Shard Capital Limited (Joint Broker) Damon Heath | Isabella Pierre |
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+44 (0) 207 186 9900 |
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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