• Acquires 78% of Didon Field and 35% of Zarat permit • Purchase
Transcription
• Acquires 78% of Didon Field and 35% of Zarat permit • Purchase
• Acquires 78% of Didon Field and 35% of Zarat permit • Purchase price USD 230 million • Reserve base increases from 38 MBOE to 118 MBOE • Increase in daily production from current level of approx. 3,300 to approx. 10,000 bbl/d in 2005 • Approx. 21,000 bbls/d in 2006 Outline The transaction Didon oil field Zarat permit – Elyssa discovery – Zarat discovery Tunisian concession terms Volve transaction Summary Appendices – Financial information The Transaction PA acquires MP Zarat’s 78% share in Didon field and 35% in Zarat permit, Tunisia – Up from 22.22% to 100% in Didon field – Up from 9.99% to minimum 45% in Elyssa and Zarat discoveries – PA becomes operator and takes over all operating assets and personnel Sellers financial position creates one-off ”special price”opportunity – PA already owns 22% in the permit and has full knowledge of the asset base – First refusal on license gave advantage for PA Resources Carve out of owning company Simpler and faster due diligence process Competing bids for shares in owning company Major increases in daily production and P50 reserves – Acquire approx. 7,000 bbls per day in 2005 increasing to 15,500 bbls per day in 2006 – Acquire P50 reserves of 80 MBOE as per 31.12.04 Acquisition subject to Tunisian governmental approval – Approval of transfer of Didon assets and operator ship expected in July – Approval of extension and transfer of Zarat permit expected in September The Transaction cont. Acquisition price USD 230 million – – – Different financing alternatives being considered Considering establishment of oil price floor Effective date 01.01.05, meaning adjustment of price from 01.01.05 until closing. Accounting effect at closing. Payment structure – – – USD 45 million at signing Additional USD 60 million at August 18 at latest Remaining amount at closing Closing immediately after governmental approvals No financial guarantees given from PA – If PA fails to meet the above payment deadlines the seller has the right to demand from PA an indemnity of USD 25 million as compensation Preliminary financing plan New deal USD 230 mill. Volve USD 30 mill. Capex Didon phase II USD 16 mill. Total USD 276 mill. Existing cash at hand USD 45 mill. Equity raised (June 05) USD 23 mill. Debt financing * USD 150 mill. Cash flow Net financing need * (*) Subject to change (+) USD (58 mill.) A transforming transaction Increase in total daily production from current level of 3,300 bbl per day to approx. 21,000 bbl per day in 2006 MBOE Development reserves 2005 oil equivalents 130 120 Increase in company reserve base from 38 MBOE to 118 MBOE – – – Didon from 7.3 to 32.9 MBOE (100% oil) Elyssa from 7.8 to 35.3 MBOE (50% oil) Zarat from 7.8 to 35.0 MBOE (45% oil) 110 100 90 80 70 60 50 40 Further exploration potential 30 20 10 0 Dec 31 Didon/ Zarat Revaluation June Volve Didon/ Zarat Acquisition Acquisition June June Total June A major oil and gas player in Tunisia Jelma expl. expl. permit Makthar expl. expl. permit Douleb & Semamma fields Tamesmida field Douleb export pipeline Skhira storage and export facilities Zarsis storage and export facilities Zarat expl. expl. permit Didon field Ezzaouia field El Bibane field Didon field Key information New operator PA Resources (100%) Production from two horizontal offshore wells Remaining recoverable reserves 32.9 MBOE as per YE 2004 BOE/day Didon expected Production Profile PA share 25 000 20 000 15 000 10 000 5 000 0 2004 * 2005e 2006e 2007e 2008e (*) Transaction assumed completed in Q4 2005 2009e Didon development project phase II 2005 outlook Execute Didon phase II with a fixed platform (jacket) development Currently the project is in line with schedule Engineering has achieved more than 70% progress (as of end May) Refurbishment of jacket completed and unit ready for load out and transportation The deck fabrication and equipment installation ongoing Production expected to be on stream through new solution in Q1 2006 Current budget of USD 43 million (100%) includes one additional well – Post transaction Capex is estimated at USD 16 million (100% share) Two additional wells to be included in the development – Assumed total cost USD 14 million Didon 2006 Zarat Exploration concession Key information Operator PA Resources (45%) and ETAP (55%) Significant discoveries made in two fields – Zarat – Elyssa 2005 outlook Complete the 3D seismic program launched in 2004 – 3D seismic processing completed – Interpretation of the 3D vintage – Ranking of prospects – Preparation for a commitment well Didon Elyssa Zarat The Elyssa discovery Discovered in 1974 Successfully appraised in 1992 Structure fully covered by new 3D seismic – Processing almost completed – Interpretation about to be started Current oil and gas reserves 35,3 MBOE PA share (*) – Split oil and gas, i.e. 50/50 Development solution not decided, but floating solution an alternative First oil in 2008 at the earliest Indicative total production plateau level 20 -30,000 boe per day (*) Assuming that the Tunisian state, according to the fiscal regime, exercises its option to increase its share of the field to 55%, if not maximum 78 MBOE (100%). The Zarat discovery Discovered in 1992 Successfully appraised in 1995 Structure fully covered by 3D seismic – Reprocessing almost finished – Interpretation about to be started Current oil and gas reserves 35 MBOE PA share (*) – Split oil and gas, i.e 45/55 Development solution not decided, but floating solution or tie-back alternatives Structure straddles the Tunisian/Libyan median line – No ongoing unitisation discussions First oil in 2010 at the earliest Indicative total production plateau level 20-30,000 boe per day (*) Assuming that the Tunisian state, according to the fiscal regime, exercises its option to increase its share of the field to 55%, if not 78 MBOE (100%) Tunisian concession terms 20% of production to be sold domestically at 10% discount to normal market price Didon oil price approx. USD 1.5 below Brent Blend Level of royalties and taxes are based on the so-called R-factor, which is based on cumulative revenues (less profit taxes, royalties and other taxes previous years) divided by cumulative costs With oil prices in a range between 30 and 50 USD per bbl, royalty is in the range 10 – 12 % and net profit tax rate in the range 50 – 55 % The Volve transaction PA has acquired from TOTAL a 10% ownership share in the Volve field including adjacent oil prospects on the Norwegian Continental Shelf Volve is operated by Statoil and will be developed with a jack-up rig and storage ship – The Government approved the Volve Plan for Development and Operations (PDO) on 22 April 2005 Volve production is planned on stream in first quarter 2007, with plateau output estimated to be approx. 50,000 bbl/day, i.e. net 5,000 bbl/day to PA The proven and probable reserves in the Volve field are estimated in the PDO at 70 million barrels of oil, i.e. net 7 million barrels of oil to PA The purchase price for the Volve field and adjacent oil prospects is NOK 205 million – – – Anticipates bank financing of 50% of purchase price Subject to approval from Norwegian authorities Deal expected to be closed in Q4 2005 Summary PA transformed into a 20,000 + bbl per day company Well positioned for further production growth from existing reserve base of approx. 118 MBOE BOE/day Expected Production Profile PA share 30 000 25 000 20 000 15 000 – Elyssa and Zarat may raise production to above 30,000 bbl per 10 000 day from 2008 Entered Norwegian Continental Shelf by the acquisition of Volve 5 000 – Large potential for value creation for innovative companies 0 2004 2005e 2006e Other Tunisian 2007e Didon 2008e 2009e Volve Entered Equatorial Guinea in Q1 2005 by acquiring interests in two exploration concessions – An exploration well planned for Q3 2005 Appendices Financial information – Key figures – P&L – Balance Sheet Shareholders/ shareprice Historic production Vision Q105 highlights Organisation Assets Financial comparison & key figures 1st Q05 Key figures from the profit and loss account •Operating revenue •EBITDA •EBIT •EBT •Net income after tax MSEK Key figures from the balance sheet •Total assets •Cash •Interest bearing debt •Other liabilities •Equity •Equity / Assets MSEK Other key figures •Number of shares •Operational margin •Earnings pr share •Oil & gas production •Oil price exp. No % SEK BOE/D USD/bbl Note: * Weighted average, Didon from 1.7.04 1st Q04 2004 Y 2003 43,9 26,1 24,7 22,5 14,3 19,9 12,4 11,6 11,3 5,0 113,6 113,6 71 ,2 68 ,4 65,0 65,0 43 ,8 55 ,9 31 ,5 25,1 23,7 19,6 719,0 358,2 366,0 29,6 323,5 45% 157,6 25,5 31,6 10,6 115,3 73% 377,5 377,5 43,9 43,9 35,2 35,2 71,5 71,5 270,8 270,8 72% 158,4 23,6 29,2 18,6 110,7 70% 15 902 334 58% 0,94 1500 47,1 9 920 231 58% 0,50 1200 29,5 14 902 334 60% 2,94 2657* 37,8 9 920 231 60% 1,96 1,96 821 27,4 Key financial figures - Yr 2004 (SEK'000) 2004 2003 Operating revenue EBITDA Depreciation EBIT Net finance EBT Net income after tax 113 622 71 167 2 807 68 360 3 348 65 011 43 778 55 922 31 491 6 419 25 072 869 23 681 19 620 Total assets Cash Interest bearing debt Other liabilities Equity Equity / Assets 377 525 43 868 35 212 71 470 270 844 72% 158 441 23 565 29 179 18 579 110 683 70% Key financial figures - 1Q05 (MSEK) 1Q05 1Q04 Operating revenue EBITDA Depreciation EBIT Net financials EBT Net income after tax 43,9 26,1 1,4 24,7 - 2,2 22,5 14,3 19,9 12,4 0,8 11,6 -0,3 11,3 5,0 Total assets Cash & cash equiv. Interest bearing debt Other liabilities Equity Equity / Assets 719,0 358,2 366,0 29,6 323,5 45% 157,6 25,5 31,6 10,6 115,3 73% Cash flow statement (MSEK) Cash flow from operations Operating profit Depreciations Deferred tax liabilities Paid/ received interest and similar income statement items Paid royalty Paid tax Total cash flow from operations before change in working capital Change in working capital Total cash flow from operations Total cash flow used for investments Total cash flow from financial activities, new share issue Change in cash and bank Cash and bank at the beginning of the period Currency exchange difference Cash and bank at the end of period Q1 2005 Q1 2004 24,7 1,4 -2,2 -2,3 5,9 15,7 11,6 0,8 -1,1 -0,3 -1,4 -3,9 5,9 27,1 -22,7 34,0 1,4 -0,2 - 38,4 43,9 1,5 83,8 1,2 23,6 0,7 25,5 PA Resources AB Shareholder structure # of shares % -ownership Datum AS, including companies 5,798,710 16,6 Bertil Lindquist 4,416,000 12,7 Ulrik Jansson, incl. companies 2,835,504 8,1 964,300 2,8 Tore Aksel Volberg Norus AS 648,000 1,9 Adrian AS 528,000 1,7 19,614,154 56,2 34,804,668 100 Other shareholders Total Number of shareholders > 1700 Share price development (NOK) 89,50 27,50 44,35% PAR&OS.Last 90 85 80 75 70 65 60 55 50 45 40 35 30 25 20 15 10 5 24.03.2004 22.06.2004 20.09.2004 19.12.2004 19.03.2005 17.06.2005 Production development - 2004 Annually production development 800 000 Barrels of oil Didon 01.07 -03.12 700 000 Barrels of oil per year Barrels of oil equivalent gas per year 685 000 600 000 490 000 500 000 376 000 400 000 300 000 260 000 255 000 1998 1999 327 000 329 000 2001 2002 427 000 312 000 277 000 200 000 100 000 - Oil Production, PARE BOE Yearly 2000 2003 2004 PA Resources AB Vision & Mission The Company’s vision is to be: – Focused, Independent, Innovative, International, Nordic based, E&P Company – To deliver Growth and Profit. The Company’s mission is to: – “Acquire, develop and produce oil and gas reserves to the benefit of PAR's shareholders, the host countries, its employees and other stakeholders”. – Primarily seek opportunities in fields were major and larger oil and gas producing companies are withdrawing, i.e. “tail-end” production. – Supplemented with exploration activities in order to secure new resources Operating highlights 1Q05 The company entered a new region in the period by the acquisition of 2 interest in the exploration concessions Block H and Block I offshore Equatorial Guinea, West Africa.Preparation for a well in Block H, 3Q 2005 is ongoing. The production from the Didon field has been adversely affected by technical problems with the FPSO operating on this field. As previously announced this has caused a reduction in the overall production level for Q1 2005. Didon complementary development project progress according to set schedule. Engineering has achieved more than 50% progress and fabrication work on the jacket and the deck has started. A total of 136 000 BOE produced in Q105. Organisation and management PA Resources AB Board of Directors Rabbe Lund (Chairman) Niklas Adler, Jan Haudemann-Andersen, Harald Arnet and Ulrik Jansson Ulrik Jansson Managing Director & President Gunilla Olson Chief Accountant & Administration Officer Hydrocarbures Tunisia Corporation Jean Louis Remondin Managing Director HTC Ali Gaaya Exploration Manager Hedi Ayadi CFO HTC PA Resources Norway AS Trond Bjerkan / Ole Wiborg Vice President / CFO Naceur Souisse Operation & Reservoir Manager Company assets & location of operations by June 2005 Norway: 1 developing project Tunisia Equatorial Guinea 2 exploration assets 6 producing fields 4 exploration assets Current assets and operation PA Resources AB Equatorial Guinea NCS Exploration Exploration Production 3 concessions 2 concessions 1 concession Tunisia Production 6 concessions Tamesmida (95%) 11 KM 2 Douleb (70%) 34 KM 2 34 KM Semmama (70%) 34 KM 2 El Biban (25%) 228 KM 2 Ezzaouia (13,5%) 40 KM 2 40 KM Didon (100,0%) Infrastructure Onshore export pipeline (75%) Drilling rig (Microdrill) Microdrill) Offloading and storage facilities Jelma (35%) 7200 KM 2 Makthar (45%) 2900 KM 2 2900 KM Zarat Block I (6%) 806 KM2 Block H (3,125%) 1652 KM 2 (45%)* (45%)* 724 KM 2 (*) Assuming Tunisian state oil company ETAP fully exercise their right to increase ownership to 55% Volve KM (10%) 2 Makthar exploration permit Key information Operator PA Resources (45%), ETAP (55%) 2005 outlook Complete G&G work, prepare play maps and prospectivity reports, possibly additional seismic acquisition. Drill 1 commitment well and 1 exploration well within one of 3 selected prospects. Jelma exploration permit Key information j Ser . b J hia Ro Operator PA Resources (35%), ETAP (50%) & Topic (15%) Gr en ab Ti b ule o D a am m Se m Sbiba Graben hila Complete G&G work, prepare play maps and prospectivity reports, possibly additional seismic acquisition. cha oua Mr 2005 outlook a oui a z Ez Douleb, Semmama & Tamesmida fields Key Information Operator PA Resources (70% & 95%), Serept (30% & 5%) Production from 12 onshore wells Remaining recoverable reserves 4,5 MBOE 2005 outlook Continue DST development project with an all inclusive maintenance program to increase production further. Ezzaouia field Key information Operator MARETAP (Candex), ETAP (55%), Candex (31,4%) & PA Resources (13,5%) Production from 7 onshore wells Remaining recoverable reserves 0,7 MBOE 2005 outlook Interpretation of Ezz 14 seismic to be completed. Based on these results a sidetrack may be executed. Seismic interpretation work of deep Triassic structure to be completed. Possible recoverable reserves in the range of 3.3- 4.8 TCF gross (eq. to 500 – 800mill.BOE). El Bibane field Key information Operator Candex (75%), PA Resources (25%) Production from 1 horizontal well offshore Remaining recoverable reserves 2,8 MBOE 2005 outlook Evaluation for a new well to be completed. Pending results from external and internal studies a new well can be drilled late 2005. Block I & H exploration concessions Key information Block I – Operator Nobel Energy (40%), Atlas Petroleum (54%) & PA Resources (6%) Block H – Operator Pioneer (50%), Atlas Petroleum (28,1%), ROC Oil (18,8%) & PA Resources (3,1%) 2005 outlook Block I – Complete the 3D seismic processing (Western Geophysical). – Complete a detailed regional well and seismic database for 3D. Block H – Reprocessing of 3D seismic – Drill 1 well in Q3, target the Paloma prospect in the Creataceous formation Block I expl. expl. permit Block H expl. expl. permit Summary 9 Build on existing business in Tunisia and Equatorial Guinea and continue acquisition of fields and exploration projects in Africa. 9 Increased exploration activity in company core areas. 9 Increase production from existing fields and exploit company interest in infrastructure. 9 Capitalise on the improved financial position. Contacts PA Resources AB www.paresources.se [email protected] Ticket: OSE; PAR , NGM; PARE PA Resources AB Stockholm Office: Fax: Contact person: +46 8 218382 +46 8 209899 Ulrik Jansson PA Resources AB HTC Office: Fax: Contact person: Tunisia +216 71 963 625 +216 71 962 851 Jean Louis Remondin PA Resources Norway AS Office: Fax: Contact person: Oslo +47 22838125 +47 24134101 Trond Bjerkan