This announcement contains inside information as stipulated under the UK version of the Market Abuse Regulation No 596/2014 which is part of UK Law by virtue of the European (Withdrawal) Act 2018, as amended. Upon publication of this announcement this information is considered to be in the public domain.
5 May 2026
Electric Guitar PLC
("Electric Guitar" or the "Company")
Investment by Vega Upstream JV, LLC of £0.23 million
The Board of Electric Guitar PLC (LSE: ELEG) is pleased to announce a new investment into the Company.
Further to the Company's announcement on 29 April 2026, Electric Guitar has entered into a subscription agreement with Vega Upstream JV, LLC ("Vega Upstream JV"), a joint venture between ADM Energy PLC, an AIM-quoted investing company ("ADM") and Covenant Oil Group Corp. ("COG"), for a cash investment into the Company of £227,273 for 284,091,250 new ordinary shares of 0.01p in the capital of the Company ("Investment Shares").
The Investment Shares will be issued at the current suspended share price of 0.08p per share; will equate to 9.36 per cent. of the Company's issued share capital as enlarged and will represent the entire shareholding of Vega Upstream JV in the Company; and will be locked in for 12 months.
Vega Upstream JV's investment into Electric Guitar is being made to assist Electric Guitar in funding its due diligence and the costs of the proposed acquisition by Electric Guitar of Broadgate Midcon, LLC, the newly-incorporated special purpose vehicle which has been established to own certain interests in oil and gas assets in Oklahoma that are being acquired by Vega Upstream JV, as described in the Company's and ADM's announcements of 29 April 2026 (the "Broadgate Assets").
If Electric Guitar decides to exercise its option to acquire Broadgate Midcon, LLC with the Broadgate Assets, it will constitute a reverse takeover pursuant to rule 14 of the AIM Rules for Companies ("RTO") and would therefore be subject to, inter alia, approval by shareholders of Electric Guitar.
Application will be made to London Stock Exchange plc for the Investment Shares to be admitted to trading on AIM ("Admission"). It is expected that Admission will become effective on completion of the RTO.
On issue of the Investment Shares, which is expected to be completed on or around 11 May 2026, the issued share capital of the Company will comprise 3,034,082,941 Ordinary Shares with one voting right per share, as well as the unlisted 257,145,740 deferred shares of £0.0049 each which have no voting rights. The Company does not hold any Ordinary Shares in treasury. Therefore the total number of voting rights in the Company from 11 May 2026 will be 3,034,082,941 and this figure may be used by shareholders in the Company as the denominator for the calculations by which they can 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 FCA's Disclosure Guidance and Transparency Rules.
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