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Confirmation of further Convertible Loan Note

In brief · summary, not quotable

Pennpetro Energy Plc has secured an additional £380,000 through a Convertible Loan Note (CLN4) with RMD Group, which will be used for adviser fees, operational costs, and the upcoming Annual General Meeting. This transaction, involving a related party due to RMD Group's ownership by a company director, carries a conversion price of £0.022 and an initial interest rate of 12%, reducing to 6% once certain conditions are met. Shareholders are advised that the company currently cannot issue shares upon conversion of existing loan notes due to a failed pre-emption rights resolution, but a vote on Resolution 11 at the 30 September 2026 AGM is intended to rectify this, allowing for conversion and progression to the next phase of the company's development.

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Pennpetro Energy plc (PPP), the company focused on developing strategic energy projects, confirms the agreement of a further Convertible Loan Note ("CLN4") with RMD Group to continue to secure the future of the Company.

RMD Group have agreed to provide a further £380,000 to the Company. CLN4 will have the following terms:

  • The Conversion Price will be £0.022.
  • Interest will be charged at 6% (initially at 12% until a headroom is cleared to allow for RMD Group to convert to equity should it choose to do so).

The CLN4 monies will be used to pay for the ongoing support of Company advisers, running costs, and the upcoming Annual General Meeting. This is in addition to CLN1, CLN2 and CLN3 previously announced by the Company, announced on 25 September 2025, 28 January 2026 and 23 April 2026 respectively.

Given that Grand Chief Ronald M. Derrickson, Non-Executive Co-Chairman of Pennpetro, is the owner and president of RMD Group, the entry into CLN4 with RMD Group constitutes a related party transaction for the purposes of DTR 7.3 of the FCA's Disclosure Guidance and Transparency Rules.

Shareholders should be aware that, as a result of the disapplication of pre-emption rights resolution proposed at the General Meetings held on 23 December 2025 and 6 May 2026, not having been passed, the Company is currently unable to issue shares on conversion of CLN1, CLN2 and CLN3.

Accordingly, RMD Group is not presently able to convert its outstanding loan notes into equity. The Company is seeking to remedy this position through Resolution 11 at the forthcoming Annual General Meeting on 30 September 2026, which requires the support of at least 75% of votes cast to pass.

Grand Chief Ronald Derrickson, Co-Chairman of Pennpetro Energy, said: “Our goal is to deliver a very bright future for Pennpetro, and the Board of Directors continues to work with exceptional levels of commitment on shareholders’ behalf. I would encourage shareholders to vote in favour of Resolution 11 at the upcoming Annual General Meeting to enable the conversion to proceed of the outstanding loan notes and progress towards the next phase of the Company’s transition.”

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

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