TXO : Statement re trading on AIM

TXO PLC
("TXO" or the "Company")

Statement re trading on AIM

Issue of equity
Conversion of 2015 Convertible Loan Note

TXO PLC, the AIM-quoted energy resource and clean technology investment company, announces an update on its status on AIM.

The Board had decided that, in order to maximise the value to shareholders, the preferred route was for the plc to remain on AIM, with a new business injected, and for the current investments to form part of a new plc and list on another quoted exchange. The intention was that Shareholders would have shareholdings in both entities.

Over the last few weeks the Company had successfully identified a potential significant corporate transaction together with a new Nomad to act in the processing of this transaction. Unfortunately under AIM rule 1, the Company has not got sufficient time for this to be executed. Therefore the Company will have its listing on AIM cancelled as from 7.00 a.m on Tuesday 24th March.

Following the suspension of the trading of the Company's ordinary shares on AIM, TXO is pleased to announce that in order to allow trading of its ordinary shares it has appointed JP Jenkins to provide a matched bargain dealing facility effective from the 24th March 2015. (See Below). JP Jenkins is to be issued 5,000 ordinary shares of 10p for the facility for a one year period.

It is the intention of the Board for TXO to relist on another alternative Recognised Investment Exchange to enable shareholders to monetise their shareholding in due course.

Operationally the impact of leaving AIM will be to significantly reduce the Company's overheads and the management time on the services required to comply with AIM regulation.

Shareholders will not have the ability to buy and sell on the AIM market maker driven system. However, the Board believes that the market value on AIM did not adequately reflect the sum of the parts within TXO, and as a consequence the quotation was of limited value for existing shareholders seeking proper full value and of no value to the Company in terms of accessing capital.

The Company will continue to maintain an active website and will create greater functionality for shareholders to follow its progress. Shareholders are advised to register online at [e-mail] if they have not already done so to receive regular news updates.

All the underlying investments in TXO are making progress. Grand Bahama Group ("GBG") is expected to sign a substantial contract (as highlighted in our announcement of the 21st January) with the Bahamian Government regarding the remediation of oil at the Clifton Pier power station.

TXO has reduced its medium/long term debt significantly through the recent conversion of loans into equity and is adequately financed in the short term through funds received over the last four months.

As announced on the 21st January, the Company has active discussions ongoing with private equity funders at both an associate level and the holding company level.

The Company is in the process of finalising its accounts and these will include a more detailed outlook going forward.

Conversion of 2015 Convertible Loan Note

The Company announces that it has received notice of exercise of conversion rights in respect of £112,500 of the £309,357 convertible security, Convertible Loan Note October 2015 ("CLN 2015"), as announced on 7th October 2014. The above convertible loans have an interest payment owing of £10,815. The lenders will take this in shares in TXO plc, and therefore a further 10,815 new ordinary shares of 10 pence each will be issued, following rounding. Following the issuance of the shares in the conversion, the balance of the Convertible Loan Note 2015 outstanding will be £191,270. The figure for the amount outstanding announced on 19th March was incorrect.

The conversion is by way of a deed of variation on the original terms with agreed conversion into shares now. This involves the capitalisation of interest accrued to date and interest that would be payable by the end of the period of the loan and conversion into shares at the same rate.

It is the intention of the Directors and staff to also convert their CLNs totalling £103,217, in due course.

In total 128,315 Ordinary Shares ("New Ordinary Shares") will be issued by the Company. The New Ordinary Shares will rank pari passu in all respects with the existing Ordinary Shares of the Company.

Following issuance, including the shares to JP Jenkins, the Company's enlarged issued share capital will comprise 1,596,428 Ordinary Shares with voting rights. The Company does not hold any shares in treasury. This figure of 1,596,428 Ordinary Shares may therefore be used by shareholders in the Company as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change in their interest in, the share capital of the Company under the FCA's Disclosure and Transparency Rules.

For further information, please contact:

TXO PLC
Tim Baldwin, Chairman [phone]

Lothbury Financial Services Limited [phone]
Michael Padley / Chris Roberts

Editors' Note

JP Jenkins

JP Jenkins is a trading division of Peterhouse Corporate Finance Limited which is Authorised and Regulated by the Financial Conduct Authority, a Member of the London Stock Exchange, a GXG Markets Corporate Adviser and an ISDX Growth Market Corporate Adviser.

Should you wish to buy or sell ordinary shares in the Company, you must use your existing stockbroker, should you have one, who in turn will contact JP Jenkins, who will try to identify a corresponding seller or buyer of the shares.

Further details including indicated price along with a history of transactions will be available on the J P Jenkins website which is located at www.jpjenkins.ltd.uk

TXO PLC

TXO PLC, the AIM quoted oil and gas investment company, has four main investments namely: The Grand Bahama Group Limited ("GBG") which is establishing a waste oil collection facility and Hydrocarbon Recovery Plant in the Bahamas at Freeport and also produces oil from its leases in Western Kentucky, USA; Oil Recovery Services Limited ("ORS"), which has proprietary technology for the reprocessing of contaminated oils and the remediation of dirty water; Oil Tech Royalties Inc ("OTR"), a joint venture company with a licence to commercialise a proprietary acoustic flow reactor valve; Athabasca Resources Limited ("Athabasca Resources") which has signed an agreement to acquire a 50 per cent. farm-in interest in certain Alberta Crown Leases covering 7,936 hectares in the Athabasca oil sands in Alberta, Canada. TXO also has an interest in Tasmania Oil and Gas Limited ("TOG") a joint venture company set-up to exploit a gas and oil opportunity in Tasmania, Australia, which is non-core.

TXO currently holds a 35.67 per cent. interest in GBG, a 25.1 per cent. interest in ORS, a 30 per cent. interest in OTR and an 18.8 per cent. interest in Athabasca Resources. It retains a 25 per cent. interest in TOG.