Pilot Energy Limited (ASX: PGY) (Pilot or Company) is pleased to announce that it has entered into six binding Convertible Note agreements (Convertible Note Agreements) with a syndicate of sophisticated investors led by Discovery Investments Pty Ltd (Investor Syndicate), for an investment in the Company valued at a total of $3.5 million.
The Convertible Notes will be issued in two tranches. Each of the convertible notes to be issued under the Convertible Note Agreements (Convertible Notes), is subject to and conditional upon the Company holding its 2024 annual general meeting (AGM) (Condition) at which shareholder approval will be sought in respect of the issue of the convertible notes under ASX Listing Rule 7.1 (Shareholder Approval). If Shareholder Approval is not granted the Company proposes to issue the convertible note under its available capacity under ASX Listing Rule 7.1. The Company proposes to hold the AGM on 6 February 2024, but this date will be confirmed and announced separately by notice of meeting (Notice of Meeting).
The first five notes (Convertible Notes A) will be for a total value of $1,000,000 and will be issued to members of the Investor Syndicate. The amounts payable under these Convertible Notes A, will be paid to the Company in advance of the issue of the Convertible Notes, within 7 business days of the Convertible Note Agreements being executed, subject to the condition that the Company will issue the Convertible Notes A following the satisfaction of the Condition. The remaining Convertible Note is for face value of $2,500,000 (Convertible Note B) and will be issued to Discovery Investments Pty Ltd (as lead of the Investor Syndicate) once the Condition has been met.
The key terms of the Convertible Note Agreements are the same except for the provision for the early payment of the face value of the Convertible Notes A and all terms are summarised in the attached Appendix. Further details in respect of the Convertible Note Agreements will be set out in the Notice of Meeting.
The Investor Syndicate is being led by Mr Greg Columbus (Investor). Mr Columbus has over 30 years of experience in the Energy and Oil & Gas industries including technical, commercial, executive and non-executive roles and is also an experienced investor in listed companies.
Currently Non-executive Chairman of ASX listed Talon Energy and previously, he was also the Non-executive Chairman of ASX listed Warrego Energy Limited, both being a developer of natural gas resources in the Perth Basin, Western Australia. Talon Energy is currently completing a Scheme of Arrangement with Strike Energy and Warrego Energy was taken over by the Hancock Prospecting Group in March 2023.
This is the second occasion on which this Investor Syndicate led by Mr. Columbus has participated in the issue of convertible notes during 2023 – with the first being the Convertible Note announced on ASX on 4 May 2023.
The funding received pursuant to these Convertible Notes will provide ongoing development capital to progress the Company’s flagship Mid West Clean Energy Project (MWCEP), including the CO2 Storage Project FEED, pre-FEED preparatory work for the broader MWCEP in Western Australia, as well as general working capital for corporate overheads, whilst Pilot concludes partnering arrangements for the Project.