NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO OR FROM ANY RESTRICTED JURISDICTION OR WHERE IT WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF ANY SUCH JURISDICTION
10 August 2015
Rockhopper Exploration plc
"Rockhopper" or the "Company"
Acquisition of non-operated production and exploration assets in Egypt
Rockhopper Exploration plc (AIM: RKH), the oil and gas exploration and production company with interests in the North Falkland Basin and the Greater Mediterranean and North Africa region, is pleased to announce the acquisition of a portfolio of non-operated production and exploration interests in Egypt (the "Interests") from Beach Energy Limited ("Beach Energy") (the "Acquisition") for a headline consideration of US$22.0 million.
Highlights
· Rockhopper to acquire the entire issued share capital of Beach Petroleum (Egypt) Pty Limited ("Beach Egypt") which on completion will hold:
o 22% interest in the Abu Sennan concession; and
o 25% interest in the El Qa'a Plain concession
· Current working interest production from Abu Sennan of approximately 1,300 boepd, net to Rockhopper (based on average H1 2015 production levels)
· 2P plus 2C reserves and resources at the effective date of 1 July 2015 are estimated at 4.5 mmboe (management estimate), net to Rockhopper
· Headline consideration of US$22.0 million to be satisfied:
o Approximately US$11.5 million in cash; and
o The issue of new fully-paid Rockhopper shares to the value of US$10.5 million, priced based on the volume weighted average price of Rockhopper shares during the 30 days prior to completion, subject to a maximum of 5% of the Company's issued share capital (the "Rockhopper Consideration Shares")
· Implied transaction multiple of less than US$4.50 per barrel of oil equivalent (adjusting for estimated financial assets being acquired)
· Rockhopper retains balance sheet strength post acquisition - forecast cash at end 2015 estimated at US$110 - 120 million
· Transaction represents the continuation of Rockhopper's strategy to build a full cycle E&P company focused on its two core areas and represents the Company's entry into Egypt, a prolific hydrocarbon province
· Acquisition anticipated to complete in late 2015 / early 2016 (subject to satisfaction of certain conditions), with consideration adjusted for net cash flow attributable to the assets since the effective date of 1 July 2015
Abu Sennan concession
The Abu Sennan concession is located in the Abu Gharadig basin in the Western Desert. The concession was signed in June 2007 with first commercial production achieved during 2012 and cumulative oil production to date of approximately 1.9 million barrels. The concession remains underexplored with significant exploration and appraisal upside providing opportunities for near-term production additions. The concession partners are Kuwait Energy (50% and operator) and Dover Investments (28%).
El Qa'a Plain concession
The El Qa'a Plain concession is located on the eastern shore of the Gulf of Suez and contains a number of oil leads identified on existing 2D seismic data. The concession was signed in January 2014 and the forward plan is to acquire 450 sq km of 3D seismic in 2015 followed by the drilling of one or more exploration wells in 2016. The concession partners are Dana Petroleum (37.5% and operator) and Petroceltic (37.5%).
Financial information
The headline consideration for the Acquisition is US$22.0 million payable to Beach Energy through a combination of cash and the issue of the Rockhopper Consideration Shares. The cash element will be funded from the Company's existing cash resources. The precise number of Rockhopper Consideration Shares issued will be based on the volume weighted average price of Rockhopper shares during the 30 days prior to completion, subject to a maximum of 14.8 million new Rockhopper shares (adjustable for new shares issued prior to completion), representing up to 5% of the Company's issued share capital.
The actual sum payable at completion will be adjusted to take into account net cash flow attributable to the Interests from the effective date of 1 July 2015.
Unaudited revenue, EBITDA and profit after tax of $8.1 million, $6.3 million and $0.3 million respectively are attributable to the Interests in the 12 month period to 30 June 2015.
The Acquisition is expected to complete in late 2015 / early 2016 and is subject to the satisfaction of certain conditions precedent including completion of limited confirmatory due diligence, divestment by Beach Egypt of certain non-core assets, standard joint venture consents including pre-emption and Egyptian regulatory approvals.
Sam Moody, CEO, commented:
"This transaction represents another significant milestone as we continue to build Rockhopper into a full cycle, exploration led, E&P company focused on our two core areas of the North Falkland Basin and the Greater Mediterranean and North Africa region.
"We expect this portfolio to be net cash flow positive immediately and upon completion of the transaction expect operating cash flows from Egypt and our existing Italian assets to cover Group overheads going forward.
"Through the acquisition we have added 2P plus 2C reserves and resources at a net acquisition price of less than $4.50 per boe (after financial adjustments) whilst preserving our balance sheet and limiting dilution to shareholders to less than 5%."
A presentation with further details of the transaction will be made available on the Company's website.
For further information, please contact:
Rockhopper Exploration plc
Tel: (via Vigo Communications) - 020 7016 9571
Sam Moody - Chief Executive
Fiona MacAulay - Chief Operating Officer
Stewart MacDonald - Chief Financial Officer
Canaccord Genuity Limited (NOMAD and Joint Broker)
Tel: 020 7523 8000
Henry Fitzgerald-O'Connor
Liberum Capital (Joint Broker)
Tel: 020 3100 2227
Clayton Bush
Vigo Communications
Tel: 020 7016 9571
Peter Reilly
Patrick d'Ancona
Further information
This announcement is for information only and is not intended to and does not constitute, or form part of any offer to sell or invitation to purchase or subscribe for any securities, or any solicitation of any vote or approval in any jurisdiction pursuant to the Acquisition or otherwise. This announcement does not constitute a prospectus or a prospectus equivalent document.
Note regarding Rockhopper oil and gas disclosure
This announcement has been approved by Rockhopper's geological staff who include Fiona MacAulay (Chief Operating Officer), who is a Fellow of the Geological Society of London and a Member of the Petroleum Exploration Society of Great Britain and American Association of Petroleum Geologists with over 25 years of experience in petroleum exploration and management, and who is the qualified person as defined in the Guidance Note for Mining, Oil and Gas Companies issued by the London Stock Exchange in respect of AIM companies. In compiling its resource estimates, Rockhopper has used the definitions and guidelines as set forth in the 2007 Petroleum Resources Management System approved by the Society of Petroleum Engineers.
