News Column

Faroe Petroleum plc - Proposed Placing

June 17, 2014



ENP Newswire - 17 June 2014

Release date- 13062014 - Faroe Petroleum plc, the independent oil and gas company focusing principally on exploration, appraisal and production opportunities in Norway, the Atlantic Margin and the North Sea, is pleased to announce the proposed placing of new ordinary shares of 10 pence each in the Company in order to raise base proceeds of approximately GBP45 million, with the option for enlargement.

The Placing is being conducted through a bookbuilding process, which will be launched immediately following this announcement and will be made available to new and existing eligible institutional investors.

Panmure Gordon, Oriel and RBC have been appointed as Joint Bookrunners and Pareto has been appointed as Joint Bookrunner (Nordic) in respect of the Placing.

The net proceeds of the Placing will be used to build upon the Company's recent operational successes and maintain momentum by:

Maintaining material equity positions in identified and planned high impact multi well programme in Norway, a world class exploration region, for the next two or more years

Protecting Faroe's 25% interest in the value enhancing Pil follow up programme

Progressing up to 52 mmboe of net 2C resources towards development and 2P reserves to realise upside value

Investing in production and reserves growth in existing fields (including Schooner and Ketch)

Graham Stewart, Chief Executive of Faroe Petroleum, commented: 'Faroe's exploration led, production backed strategy is delivering exceptional results with seven recent exploration discoveries adding significant resources. Since 2010, production has increased fourfold and 2P reserves have increased eight fold, putting us firmly on track to become a preeminent Norwegian/UK independent E&P company.

'This placing will reinforce our success by allowing us to increase exploration exposure, safeguard and grow core value and maintain our strong financial position, and will reinforce our competitive strengths when it comes to unlocking the opportunities which will fuel the next growth phase of the business.'

Background to and reasons for the Placing

Through successive licence round applications, acquisitions and asset swap transactions, the Company has built a substantial, diversified portfolio of exploration, appraisal, development and production assets across the Atlantic Margin, the UK and Norwegian North Sea, Norwegian Sea, Barents Sea and offshore Iceland, currently encompassing 74 licences covering 64 assets.

Faroe has participated in a number of high potential value exploration and appraisal wells in each of the Company's core areas, and in the provision of an on-going programme of high potential value exploration wells for the future. The Company's exploration drilling programme has over recent years achieved many successes, including Fogelberg (gas, Norway) and Maria (oil, Norway) in 2010; Butch (oil, Norway) in 2011; Rodriguez (gas condensate, Norway) in 2012; Snilehorn (oil, Norway) in 2013 and Solberg (gas condensate, Norway) and Pil and side-track discoveries (oil and gas, Norway) in 2014 to date.

In addition to a number of undeveloped oil and gas discoveries, the Company has acquired interests in two undeveloped UK oil discoveries, Perth (Faroe 34 per cent.) and Lowlander (Faroe 100 per cent. and operator), with a view to adding significant value through the preparation of a joint field development plan scheduled for 2015.

As well as the Company's exploration and appraisal licences, and pre-development assets, Faroe currently has interests in a number of non-operated oil and gas production fields in the UK and Norway which collectively produced on average 6,059 boepd (economic production net to Faroe) in 2013. More recently, Faroe announced in April 2014 the conditional acquisition of a 60 per cent. operated interest in the Ketch Field and a 53.1 per cent. operated interest in the Schooner Field in the UK Southern North Sea gas basin (the 'Interests').

In conjunction with the Interests, average daily economic production for 2014 is anticipated to be 7,000 - 10,000 boepd, net to Faroe. Net 2P reserves at an effective date of 1 January 2014 are estimated by the Company to be 33.1 mmboe and, following the Pil discovery, the total net 2C resources are estimated to be 95.0 mmboe.

Faroe has generated, and the Directors believe through its planned work programmes it can continue to generate, many new, exciting and potentially high value opportunities focusing on exploration, appraisal pre-development and production enhancement.

The coming period will see six high quality exploration prospects reaching drill-or-drop dates. Similarly, several successful discoveries have progressed towards development sanction resolutions. Faroe's management therefore anticipates a number of high potential value investment decisions to be made in the near term.

In the next two and a half years, it is anticipated that Faroe will participate in approximately ten exploration and appraisal wells (targeting total net Prospective Resources of approximately 460 mmboe), advance six assets towards development or monetisation and carry out a number of production enhancement operations on existing assets, including at Schooner and Ketch in the UK and in the Greater Njord Area in the Norwegian Sea.

As the business matures, the Directors also feel that it would be appropriate for the Company to move to the Main Market of the London Stock Exchange.

By the end of 2017, the Company is targeting, net to the Group: Prospective Resources of approximately 2.5 billion boe; 2C resources of 200 mmboe; 2P reserves of 100 mmboe and average daily economic production of 20,000 boepd.

Use of proceeds

In addition to existing sources of finance, the Company intends to use the proceeds of the Placing for the following purposes:

Enhancing exploration & appraisal

Commit to and drill four additional wells in 2015-16

Retain material interests in key wells

Moving 2C resources to 2P reserves

Progress existing discoveries of up to 52 mmboe towards commerciality and 2P reserves

Retain position in other discoveries and monetise them from a position of strength

Building production base

Deliver upside case on Schooner and Ketch fields

Deliver additional production from the Blane field

The Company also has the potential to apply further funds to pursue additional production acquisitions and to accelerate the conversion of 2C resources into 2P reserves.

In the short term any unutilised balance will be used for general working capital purposes and to strengthen the Company's balance sheet.

Details of the Placing

The Placing will be effected by way of a bookbuilding process to be managed by Panmure, Oriel and RBC (the 'Joint Bookrunners') and Pareto ('Joint Bookrunner (Nordic)' and together with the Joint Bookrunners, the 'Brokers').

The bookbuilding process will commence with immediate effect and the books are expected to close no later than 4.30 p.m. on 13 June 2014, but the Brokers reserve the right to close the books earlier, without further notice.

The timing of the closing of the book, pricing and allocations are at the absolute discretion of the Brokers. The price at which the Placing Shares are to be placed (the 'Placing Price') and the number of Placing Shares will be agreed by the Company with the Brokers at the close of the bookbuilding period. Details of the Placing Price and the number of Placing Shares will be announced as soon as practicable after the close of the bookbuilding process.

The Placing Shares will, when issued, be credited as fully paid and will rank pari passu in all respects with the existing ordinary shares of the Company, including the right to receive all dividends or other distributions made, paid or declared in respect of such shares after the date of issue of the Placing Shares.

Certain of the Directors have indicated an intention to participate in the Placing. In such an event, the Placing Shares subscribed for by the Executive Director(s) will be treated as 'Investment Shares' as these Executive Director(s) are eligible to participate in the Company's Co-Incentive Plan and an award of matching shares will be announced separately.

The Placing is conditional upon, inter alia, admission of the Placing Shares to trading on AIM becoming effective ('Admission') and the placing agreement between the Company and the Brokers not being terminated prior to Admission. It is expected that Admission will become effective and that dealings in the Placing Shares will commence on 18 June 2014.

Contact:

Faroe Petroleum plc

Graham Stewart

CEO

Tel: +44 1224 650 920

Panmure Gordon (UK) Limited

Callum Stewart

Adam James

Tom Salvesen

Tel: +44 20 7886 2500

Oriel Securities Limited

Michael Shaw

Ashton Clanfield

Tel: +44 20 7710 7600

RBC Capital Markets

Matthew Coakes

Tim Chapman

Jeremy Low

Tel: +44 20 7653 4000

Pareto Securities Limited

Hans Jacob Holden

Tel: +47 22 87 87 00

FTI Consulting

Edward Westropp

Tom Hufton

Tel: +44 20 3727 1521

The distribution of this announcement and the Placing of the Placing Shares as set out in this announcement in certain jurisdictions may be restricted by law. No action has been taken that would permit an offering of such shares or possession or distribution of this announcement or any other offering or publicity material relating to such shares in any jurisdiction where action for that purpose is required.

Persons into whose possession this announcement comes are required to inform themselves about, and to observe, such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This communication does not constitute an offer of securities to the public in the United States, the United Kingdom or in any other jurisdiction. There will be no public offer of securities in the United States, United Kingdom or in any other jurisdiction.

This communication is directed only at persons (i) having professional experience in matters relating to investments who fall within the definition of 'investment professionals' in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the 'Order'), (ii) who are high net worth companies, unincorporated associations and other persons to whom it may lawfully be communicated in accordance with Article 49(2)(a) to (d) of the Order, or (iii) other persons to whom it may lawfully be communicated (all such persons together being referred to as 'relevant persons').

Any investment activity in connection with the Placing will only be available to, and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents.

In member states of the European Economic Area, this announcement is only addressed to and directed at persons who are 'qualified investors' within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in the Relevant Member State) and includes any relevant implementing measure in each Relevant Member State).

This announcement includes statements that are, or may be deemed to be, 'forward-looking statements', including within the meaning of Section 27A of the US Securities Act and Section 21E of the U.S. Securities Exchange Act of 1934.

These forward-looking statements are based on the Company's current expectations and projections about future events and can be identified by the use of a date in the future or forward-looking terminology, including, but not limited to, the terms 'may', 'believes', 'estimates', 'plans', 'aims', 'targets', 'projects', 'anticipates', 'expects', 'intends', 'will', 'could' or 'should' or, in each case, their negative or other variations or comparable terminology.

These forward-looking statements include matters that are not historical facts and include statements regarding the Company's intentions, beliefs or current expectations. They are not guarantees of future performance. By their nature, forward-looking statements involve risk and uncertainty because they relate to future events and circumstances. A number of factors could cause actual results and developments to differ materially from those expressed or implied by the forward-looking statements.

Any forward-looking statements in this announcement reflect the Company's view with respect to future events as at the date of this announcement and are subject to risks relating to future events and the Company's operations, results of operations, financial condition, growth, strategy, liquidity and the industry in which the Company operates. No assurances can be given that the forward-looking statements in this announcement will be realised.

Neither the Company, Panmure Gordon, Oriel, RBC nor Pareto undertake any obligation nor do they intend to revise or update any forward-looking statements in this announcement to reflect events or circumstances after the date of this announcement (except, in the case of the Company, to the extent required by the Financial Conduct Authority (the 'FCA'), the London Stock Exchange or by applicable law, the AIM Rules or the Disclosure Rules and Transparency Rules).

None of the future projections, expectations, estimates or prospects in this announcement should be taken as forecasts or promises nor should they be taken as implying any indication, assurance or guarantee that the assumptions on which such future projections, expectations, estimates or prospects have been prepared are correct or exhaustive or, in the case of the assumptions, fully stated in the announcement.

As a result of these risks, uncertainties and assumptions, prospective investors should not place undue reliance on these forward-looking statements as a prediction of actual results or otherwise. The Company undertakes no obligation to update the forward-looking statements in this announcement or any other forward-looking statements it may make. Forward-looking statements in this announcement are current only as of the date on which such statements are made.

This announcement has been issued by, and is the sole responsibility of, the Company. This announcement is for information only and does not constitute an offer or invitation to underwrite, subscribe for or otherwise acquire or dispose of any securities or investment advice in any jurisdiction in which such an offer or solicitation is unlawful, including without limitation, the United States, Australia, Canada, Japan, Jersey or South Africa.

Any failure to comply with these restrictions may constitute a violation of the securities laws of such jurisdictions. Persons needing advice should consult an independent financial adviser.

Neither Panmure Gordon, Oriel, RBC nor Pareto nor any of their respective affiliates, parent undertakings, subsidiary undertakings or subsidiaries of their parent undertakings nor any of their respective directors, officers, employees or advisers nor any other person accepts any responsibility whatsoever and makes no representation or warranty, express or implied, for or in respect of the contents of this announcement and, without prejudice to the generality of the foregoing, no responsibility or liability is accepted by any of them for any such information or opinions or for any errors or omissions.

Panmure Gordon, which is regulated by the FCA in the United Kingdom is acting solely for the Company in relation to the Placing and nobody else and will not be responsible to anyone other than the Company for providing the protections afforded to the clients of Panmure Gordon nor for providing advice in relation to the Placing or any other matter referred to in this announcement.

Apart from the responsibilities and liabilities, if any, which may be imposed upon Panmure Gordon by the Financial Services and Markets Act 2000 or the regulatory regime established thereunder, Panmure Gordon does not accept any responsibility whatsoever or make any representation or warranty, express or implied, concerning the contents of this announcement, including its accuracy, completeness or verification, or concerning any other statement made or purported to be made by it, or on its behalf, in connection with the Company, the Placing Shares or the Placing and nothing in this announcement is, or shall be relied upon as, a promise or representation in this respect, whether as to the past or future.

Panmure Gordon accordingly disclaims, to the fullest extent permitted by law, all and any responsibility and liability whether arising in tort, contract or otherwise (save as referred to herein) which it might otherwise have in respect of this announcement or any such statement.

Oriel, which is regulated by the FCA in the United Kingdom is acting solely for the Company in relation to the Placing and nobody else and will not be responsible to anyone other than the Company for providing the protections afforded to the clients of Oriel nor for providing advice in relation to the Placing or any other matter referred to in this announcement.

Apart from the responsibilities and liabilities, if any, which may be imposed upon Oriel by the Financial Services and Markets Act 2000 or the regulatory regime established thereunder, Oriel does not accept any responsibility whatsoever or make any representation or warranty, express or implied, concerning the contents of this announcement, including its accuracy, completeness or verification, or concerning any other statement made or purported to be made by it, or on its behalf, in connection with the Company, the Placing Shares or the Placing and nothing in this announcement is, or shall be relied upon as, a promise or representation in this respect, whether as to the past or future.

Oriel accordingly disclaims, to the fullest extent permitted by law, all and any responsibility and liability whether arising in tort, contract or otherwise (save as referred to herein) which it might otherwise have in respect of this announcement or any such statement.

RBC, which is authorised by the Prudential Regulation Authority and regulated in the United Kingdom by the FCA and the Prudential Regulation Authority is acting solely for the Company in relation to the Placing and nobody else and will not be responsible to anyone other than the Company for providing the protections afforded to the clients of RBC nor for providing advice in relation to the Placing or any other matter referred to in this announcement.

Apart from the responsibilities and liabilities, if any, which may be imposed upon RBC by the Financial Services and Markets Act 2000 or the regulatory regime established thereunder, RBC does not accept any responsibility whatsoever or make any representation or warranty, express or implied, concerning the contents of this announcement, including its accuracy, completeness or verification, or concerning any other statement made or purported to be made by it, or on its behalf, in connection with the Company, the Placing Shares or the Placing and nothing in this announcement is, or shall be relied upon as, a promise or representation in this respect, whether as to the past or future.

RBC accordingly disclaims, to the fullest extent permitted by law, all and any responsibility and liability whether arising in tort, contract or otherwise (save as referred to herein) which it might otherwise have in respect of this announcement or any such statement.

Pareto, which is regulated by the FCA in the United Kingdom is acting solely for the Company in relation to the Placing and nobody else and will not be responsible to anyone other than the Company for providing the protections afforded to the clients of Pareto nor for providing advice in relation to the Placing or any other matter referred to in this announcement.

Apart from the responsibilities and liabilities, if any, which may be imposed upon Pareto by the Financial Services and Markets Act 2000 or the regulatory regime established thereunder, Pareto does not accept any responsibility whatsoever or make any representation or warranty, express or implied, concerning the contents of this announcement, including its accuracy, completeness or verification, or concerning any other statement made or purported to be made by it, or on its behalf, in connection with the Company, the Placing Shares or the Placing and nothing in this announcement is, or shall be relied upon as, a promise or representation in this respect, whether as to the past or future.

Pareto accordingly disclaims, to the fullest extent permitted by law, all and any responsibility and liability whether arising in tort, contract or otherwise (save as referred to herein) which it might otherwise have in respect of this announcement or any such statement.

Any indication in this announcement of the price at which Placing Shares have been bought or sold in the past cannot be relied upon as a guide to future performance.

No statement in this announcement is intended to be a profit forecast and no statement in this announcement should be interpreted to mean that earnings per share of the Company for the current or future financial years would necessarily match or exceed the historical published earnings per share of the Company. The price of Placing Shares and the income from them may go down as well as up and investors may not get back the full amount invested on disposal of the Placing Shares.


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Source: ENP Newswire


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