KrisEnergy Ltd. Launches Initial Public Offering in Singapore

Transcription

1 Not for distribution, directly or indirectly, in or into the United States, Canada or Japan KrisEnergy Ltd. Launches Initial Public Offering in Singapore Unless otherwise defined, capitalised terms herein shall bear the same meanings assigned to them in the prospectus lodged and registered with the Monetary Authority of Singapore dated 12 July 2013 (the Prospectus ). Issuance of 151,993,000 Offering Shares (subject to the Over-allotment Option) at the Offering Price of S$1.10 per Offering Share Additional 94,161,000 Shares subscribed for by Cornerstone Investors Company is targeting gross proceeds of S$270.8 million from the Offering and Cornerstone Tranche Post-listing, controlling shareholders continue to be Keppel Corporation and First Reserve, the largest global private equity firm exclusively focused on energy Public offer opens at 9.00pm on 12 July 2013, and closes at noon on 17 July 2013 Singapore, 12 July 2013 KrisEnergy Ltd. ( KrisEnergy or the Company ), an independent upstream oil and gas company focused on the exploration for, and development and production of, oil and gas in Southeast Asia, today announces that it has registered the Prospectus with the Monetary Authority of Singapore in connection with the Company s initial public offering ( IPO ). KrisEnergy offers investors access to a growing oil and gas company focused on Southeast Asia. Headed by a team of highly experienced industry professionals with an established track record of value creation within the region, the Company currently has a diverse portfolio comprising 14 contract areas in four countries. If the Company s acquisition of Tullow Bangladesh Ltd. ( TBL ) and its farm-in to G6/48 in the Gulf of Thailand are completed, the Company s portfolio will encompass 16 contract areas in five countries. These assets span the entire upstream life cycle of exploration appraisal, development and production, balancing positive cash flow with significant exploration potential. Demand for oil and gas globally is expected to stay strong, with demand in the Asia-Pacific region far surpassing the increase in demand from any other region both volumetrically and in terms of growth rate 1. The Company s strategy is to leverage its extensive management expertise, the relevant experience of its key shareholders and strong industry fundamentals to become a leading oil and gas player, executing its strategy by: increasing production by developing discovered resources within existing assets; increasing the value of its exploration portfolio as well as identifying additional opportunities within the Company s sphere of expertise. 1 As forecast by the Industry Consultant and outlined in Appendix A (Industry Overview) of the Prospectus.

2 Keith Cameron, KrisEnergy s Chief Executive Officer, said: We are delighted to announce the proposed listing of KrisEnergy. We have spent the last few years successfully building our asset base and moving our discoveries up the development and value pipeline. The injection of new capital will allow us to continue pursuing our focused strategy of discovering hidden value in significant assets to bring oil and gas to market. We are committed to achieving sustainable growth and delivering value to all of our shareholders. Will Honeybourne, KrisEnergy s Non-Executive Chairman and First Reserve Managing Director, commented: KrisEnergy is well positioned for continued shareholder value growth with a diversified portfolio that has considerable upside potential in multiple geological basins and countries within a region of increasing energy demand. The KrisEnergy team has demonstrated through their successful track record that they have the required competencies, as well as the regional expertise, to maximise the portfolio s value while further increasing production and reserves through strategically sound acquisitions. Information on the Offering Pursuant to its IPO, the Company is issuing an aggregate of 151,993,000 Shares (the Offering Shares ) for subscription at the Offering Price (the Offering ). The Offering consists of: (i) an international placement of 132,093,000 Offering Shares (the International Offer ) to investors, including institutional and other investors in Singapore, including 100,000 Offering Shares reserved for allocation and allotment to one of its directors; and (ii) a public offer of 19,900,000 Offering Shares in Singapore (the Singapore Public Offer ), including 8,900,000 Offering Shares reserved for allocation and allotment to the Company s employees, directors, business associates and others who have contributed to the Company s success. Application has been made to the SGX-ST for permission to list all of the Company s Shares on the Main Board of the SGX-ST and the Company has received an eligibility-to-list letter from SGX-ST. Separate from the Offering, each of Devan International Limited, Palang Sophon Offshore and an international investment management group (collectively, the Cornerstone Investors ) has entered into a cornerstone subscription agreement with the Company for a total of 94,161,000 Cornerstone Shares. At the Offering Price of S$1.10 per share, KrisEnergy is expected to raise gross proceeds of up to S$270.8 million from the Offering and the Cornerstone Tranche and expects to use the net proceeds as follows: approximately S$76.6 million for acquisitions (including farm-ins);

3 approximately S$142.2 million for planned capital expenditures, including the exploration, appraisal and development of our existing assets; and approximately S$37.8 million for general working capital. In connection with the Offering, KrisEnergy Holdings Ltd., the parent company of KrisEnergy, has granted an over-allotment option to CLSA Singapore Pte Ltd as the stabilising manager on behalf of the underwriters for the acquisition of up to 30,398,000 shares at the Offering Price per Share, representing approximately 20.0 per cent of the total Offering exercisable in whole or in part in accordance with its terms. CLSA Singapore Pte Ltd and Merrill Lynch (Singapore) Pte. Ltd. are the Joint Issue Managers, Global Coordinators, Bookrunners and Underwriters for this IPO. For the Singapore Public Offer, Oversea- Chinese Banking Corporation Limited ( OCBC Bank ) and The Hongkong and Shanghai Banking Corporation are the Co-Lead Managers and Sub-underwriters, and Pareto Securities is the Co- Manager and Sub-underwriter. How to apply The Singapore Public Offer opens at 9.00pm on Friday, 12 July 2013 and closes at noon on Wednesday, 17 July The Prospectus may be obtained on request, subject to availability, during office hours from selected branches of OCBC Bank as well as prospectus booths at Raffles Place and OCBC Centre. Anyone wishing to apply for the Offering Shares will need to make an application in the manner set out in the Prospectus. The Shares are expected to commence trading on the SGX-ST at 9.00am on Friday, 19 July For further information or to speak to a KrisEnergy representative, please contact: Simon Pangrazio Founding Partner, WATATAWA Consulting T: E: simon.pangrazio@watatawa.asia Lynn Lee Associate, WATATAWA Consulting T: E: lynn.lee@watatawa.asia

4 About KrisEnergy KrisEnergy Ltd. is an independent upstream company focused on the exploration for, and the development and production of, oil and gas in Asia. The Company s strategy is to acquire assets in countries and basins where its technical team has knowledge and experience acquired over decades. Since 2009, the Company has built a portfolio of 14 contract areas in Indonesia, Thailand, Vietnam and Cambodia, spanning the entire exploration-to-production life cycle. Additionally, in March 2013, the Company signed an agreement to acquire working interest in, and operatorship of G6/48 in the Gulf of Thailand, and in April 2013, the Company signed a sale and purchase agreement to acquire Tullow Bangladesh Ltd and its asset, a 30 per cent working interest in, and operatorship of, Block 9, which contains a producing gas field onshore Bangladesh. Both of these transactions are awaiting host government approvals and upon completion, the current asset portfolio will encompass 16 contract areas, of which the Company will operate eight, in five countries. The current asset portfolio provides a solid foundation from which the Company intends to grow its business in the petroleum basins of Asia. For more information, visit The information contained herein is not for publication or distribution in or into the United States. The shares of the Company have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the Securities Act ) and the Company will not be registered under the U.S. Investment Company Act of 1940, as amended. Shares of the Company may only be offered, sold and delivered within the United States in reliance on Rule 144A under the Securities Act to persons who are both qualified institutional buyers and Entitled Qualified Purchasers (both as defined in the Prospectus) or pursuant to another exemption from registration under the Securities Act, or outside the United States in accordance with Regulation S under the Securities Act ( Regulation S ) to persons who are not, and are not acting for the account or benefit of, U.S. persons (as defined in Regulation S) or to persons who are both U.S. persons and Entitled Qualified Purchasers. The Company does not intend to register any portion of the offering in the United States or to conduct a public offering of securities in the United States. APPENDIX I KrisEnergy Ltd. Offering Summary Offering Structure International Offer Singapore Public Offer Cornerstone Tranche Over-allotment Option Offer Price 132,093,000 Offering Shares 19,900,000 Offering Shares 94,161,000 Cornerstone Shares up to 30,398,000 Shares S$1.10 per Share Expected Listing Date 19 July 2013

5 APPENDIX II KrisEnergy Highlights Strategy to become leading oil and gas exploration and production company in Southeast Asia; Multi-asset balanced portfolio across the entire oil and gas exploration and production life cycle balancing positive cash flow with significant exploration potential; Geographically diversified asset base comprising 14 contract areas 2 in Indonesia, Thailand, Cambodia and Vietnam spanning the entire upstream life cycle of exploration, appraisal, development and production; Recent acquisition in Bangladesh (TBL) and farm-in agreement in the Gulf of Thailand (G6/48) pending government approvals; 2P reserves of million barrels of oil equivalent ( mmboe ) (31.70 mmboe assuming the completion of the acquisition of TBL); 2C resources of mmboe (44.65 mmboe assuming the completion of the acquisition of TBL and the farm-in to G6/48); Experienced team with an established track record of success in managing a listed exploration and production company; Well positioned to leverage on the strong demand growth for oil and gas in Asia; Experienced and recognised shareholders in First Reserve and Keppel Corporation Limited with expertise that is complementary to the Company s business; and Experienced, well-respected partners. The Company s listing takes place amidst forecasts of rising oil demand globally. The Industry Consultant forecasts that global oil demand would reach 29,789 mmboe by 2018, 2,063 mmboe higher than in 2013, with demand for oil in the Asia-Pacific region far surpassing the increase in demand from any other region both volumetrically and in terms of growth rate. Regionally in Southeast Asia, the Industry Consultant forecasts domestic oil and gas demand to rise, with oil demand in Southeast Asia expected to reach 1,837 mmboe in 2018, a 2.8 per cent average annual increase from 2013, and gas demand in Southeast Asia expected to reach 1,081 mmboe in 2018, a 4.1 per cent average annual increase from If the Company s acquisition of TBL and its farm-in to G6/48 in the Gulf of Thailand are completed, the Company s portfolio will encompass 16 contract areas in five countries.

6 APPENDIX III Financial Highlights The following is a summary of certain of the Company s consolidated financial statements and should be read together with the financial statements and the notes thereto in the Prospectus. The selected consolidated financial data for the three months ended March 31, 2012 and March 31, 2013 have been derived from the unaudited interim consolidated financial statements. Year ended 31 December Three months ended 31 March Audited, US$ thousands Unaudited, US$ thousands Revenue 81, , , , ,067.1 Profit/(Loss) before tax Profit/(Loss) for the year/period EBITDAX 3 (unaudited) EBITDA (unaudited) (72,177.0) (15,682.4) , ,253.6 (71,684.5) (34,162.0) (17,672.9) 1,462.1 (538.9) 58, , , , , , , , , , EBITDAX (EBITDA before geological and geophysical expenses and exploration expenses) and EBITDA are non-ifrs measures but are presented here. The Company believes that they are useful to investors in evaluating its operating performance and its ability to incur and service its indebtedness because they: are widely used by investors in the oil and gas industry to measure a company s operating performance before depreciation and amortisation among other items, which can vary substantially from company to company depending upon accounting methods, book value of assets, capital structure and the method by which assets were acquired, among other factors; and help investors to more meaningfully evaluate and compare the results of the Company s operations from period to period by removing the effect of its capital structure from its operating structure.