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Placing and Subscription to raise £375,000, Debt Settlement, Issue of Equity, Appointment of Broker

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ADM Energy PLC has announced a successful fundraise of £375,000 through a placing and subscription at 0.02 pence per share, raising £200,000 and £175,000 respectively. These proceeds will primarily be used to increase the company's interest in Vega Upstream JV, LLC to approximately 35.0% with a US$300,000 capital contribution, and for general working capital. The company also announced the issuance of 250,000,000 Settlement Shares to creditors and 125,000,000 Compensation Shares to Randall J. Connally for accrued salary. Capital Plus Partners Limited has been appointed as the sole broker. Following admission of 2,250,000,000 new ordinary shares on May 7, 2026, the total issued share capital will be 4,805,940,064 shares.

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Placing and Subscription to raise £375,000

Debt Settlement, Issue of Equity

Appointment of Broker

ADM Energy PLC (AIM: ADME; BER and FSE: P4JC), a natural resource investing company, announces that it has conditionally raised total gross proceeds £375,000, comprising: (i) a placing of 1,000,000,000 new ordinary shares (“Placing Shares”) of £0.00001 each (“Ordinary Shares”) at a price of 0.02 pence per share (“Issue Price”) raising £200,000 (the “Placing”); and (ii) via a subscription for 875,000,000 new Ordinary Shares (“Subscription Shares”) at the Issue Price raising £175,000 (the “Subscription”) (the Placing and the Subscription together, the “Fundraise” and “Fundraise Shares”).

The Placing has been arranged by Capital Plus Partners Limited as sole broker to the Placing. The Fundraise has been supported by a number of existing and new investors, reflecting confidence in the Company's momentum, strategy and expansion opportunities.

Use of Proceeds

It is the intention that the proceeds of the Fundraise will be deployed primarily to increase the interest of the Company in Vega Upstream JV, LLC, as announced on 29 April 2026, to approximately 35.0% through an additional capital contribution of US$300,000 to Vega Upstream JV and for working capital purposes of the Company.

As announced on 29 April 2026, the Company believes that the additional investment in Vega Upstream JV will result in an increase of the expected monthly revenue to the Company to approximately US$111,000 per month (subject to certain conditions).

The Fundraise Shares will, when issued, rank pari passu in all respects with the existing ordinary shares of the Company, including the right to receive all dividends and other distributions declared, made or paid after their date of issue.

Debt Settlement and Further Issue of Equity

In addition to the Placing Shares and the Subscription Shares the Company will issue 250,000,000 ordinary shares in settlement of certain creditors (the “Settlement Shares”) and 125,000,000 share to Randall J. Connally in settlement of accrued and unpaid salary (the “Compensation Shares”) (the Settlement Shares and the Compensation Shares, together with the Fundraise Shares, the “New Ordinary Shares”).

Appointment of Broker

Further to the above, Capital Plus Partners Limited has been appointed as sole broker to the Company.

Admission and Total Voting Rights

Application will be made to the London Stock Exchange for the 2,250,000,000 New Ordinary Shares to be admitted to trading on AIM (“Admission”). It is expected that Admission will become effective and dealings in the Placing Shares will commence at 8.00 a.m. on 7 May 2026.

Following Admission, the Company's issued ordinary share capital will consist of 4,805,940,064 ordinary shares of 0.001p each, with one voting right per share. No ordinary shares will be held in treasury. The total number of voting rights in the Company following Admission will therefore be 4,805,940,064, being the figure that may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FCA's Disclosure Guidance and Transparency Rules.

The Placing is conditional upon Admission becoming effective.

Regarding the Placing, Executive Director, Randall J. Connally, stated:

“The Midcon Acquisition previously announced is the cornerstone to rebuild ADM that the Company has been working to secure, the placing today makes it possible for the Company to realize maximum benefit from the revenue, cash flow and upside of the Midcon Acquisition”.

Cleaned text: letterheads, contacts and legal notices removed. View the original announcement ↗ · Company filings. Not investment advice.

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