Orion Oil and Gas Fund II

Transcription

1 Orion Oil and Gas Fund II I-526 Approved by USCIS

2 Table of Content 1. CEO Letter Project Overview... Project Info... General Highlights... Project Advantages... Project Developer Overview... Operating Company Orion Oil and Gas II Project Details... Project Location... Drilling Schedule... Project Operation (Horizontal Drilling)... Project Budget... Project Economics... Due Diligence Q&A... Pictures

3 CEO Letter Dear Investors: I want to offer you an opportunity to enhance your future in the United States of America. After the success of Orion Oil & Gas I Project, we are excited to offer you an opportunity to join us in an EB-5 investment with AUSA s Orion Oil & Gas II Project. We have designed this EB-5 investment with six specific goals: 1. The security of your Green Card 2. Investment safety and principal preservation 3. The creation of more than the minimum number of jobs for each investor 4. Structure of a short-term, low-risk, highly liquid loan 5. Return of the entire investment and fees if your I-526 is denied 6. And most importantly, a simple and secure exit strategy (how your investment is returned to you) Keeping these principles in mind, I only choose investments that are very popular with Americans and large investment companies in the United States. I believe that the oil & gas industry provides some of the most sought after, in-demand investment opportunities in America. Oil production has increased the past decade in the United States because of the advancement of drilling technology that also provides for lower risk drilling. This has caused the oil industry to flourish and grow. Our team recognizes this, and has structured this EB-5 oil and gas project with the goal of providing you with a safe and secure EB-5 investment that invests alongside of other American investors. Plus, it pays a nice interest of 3% per year. Another advantage of joining Orion Fund II is that we have already drilled six wells in fund I and those wells have more production than we projected. This proves there is oil in this area. instead of a $1,000,000 investment? What is the total risk exposure of the project? (e.g. risk to principal, risk of Green Card failure, project risks, etc.) What is the exit strategy? How and when will you get your investment returned? Do Americans or American companies invest into the project as well? Is your investment and admin fee returned if your I-526 is denied? EB-5 is an evolving industry. Recently, a bill was proposed to reshape the EB-5 program. One of the most important proposed changes is in the definition of a TEA area. Fortunately, this does not negatively affect oil and gas projects because they are located in rural areas and will still qualify as a designated TEA. The oil and gas industry is continually growing in the U.S. and will always be a good EB-5 investment. We are preparing for you and your family to fulfill your dreams of living in the United States. We will extend our services to you and assist you while you get settled. Our investor aftercare experts will help you find a home, assist you in choosing the right school for your children or support you in getting a driver s license. We wish to provide you with the answers to all of your questions about the new life you and your family will have in the United States of America. I would like to invite you to join the AUSA family and would like to introduce you to the Orion Oil & Gas II Project. You will find critical industry, project and process information in this brochure. Sincerely, As you are considering EB-5 investment opportunities, I invite you to consider the following in your evaluation process: Will the project create enough jobs for each investor? Is the project in a TEA (targeted employment area) or rural area, allowing for a $500,000 investment Michael Mattox, Principal Access The USA 3

4 Project Overview General Info for Orion Fund II Orion Oil & Gas Fund II amount: $30 million Investment principal: $500,000 each Investor spots: 60 Admin Fee: $45,000 General Highlights of Orion Project Project is operated by a public company 3% annual interest on capital invested to investors Upon I-829 approval, return investment Fund stays in an escrow account until I-526 approval Land lease and assets will be pledged to limited partnership jobs (2.5 times more than needed) Professional management helps to reduce risk involved in the process Oil and gas are in high demand and are considered liquid commodities 80% of oil & gas revenue remains in the escrow account until it is enough to pay back all investors principal Project I-526 Approved 4 Orion Oil and Gas Project II

5 Project Info The Orion project is located right in the heart of Mississippian lime formation in Major County in Oklahoma, with 250 producing wells surrounding our lease acreage. Orion Fund I well production has proven that the area is a rich oil zone and oil reserve. The current four wells are producing over 1200 barrels (bbls) per day together. Orion Fund II wells will be drilled on the same acreage land. The total budget for the Orion Oil & Gas Fund II is approximately $140 million USD, including $134.4 million USD for 24 wells and approximately $7 million USD for land. EB-5 funds account for 21% ($30 million) of the entire project The project is managed by professional entities including Comanche as a operating company, Atlas, Halliburton and Sandridge for the completion of the project.

6 Project Advantages Promising EB-5: The project is operated by an SEC registered public company backed by an oil and gas mineral lease. Success of Orion I Oil & Gas Fund: The Orion Oil and Gas Project Fund II was launched after the success of Orion Oil and Gas Project fund I. The managing company (AUSA) is using the same structure and same team to operate this second fund of the Orion project. After drilling and completing four successful horizontal wells for the Orion I project, AUSA is continuously raising funds for the next 24 wells in Orion Oil and Gas Fund II. Using the same land used for the first project, confirmed the reserve in the area while reducing the risk in the drilling process. Less risks and more reliable data helps to generate more revenue.we have four successful horizontal wells in the proven area. Competitive Return: After the I-526 is approved the investors receives 3% annual interest approximately $15,000 on the capital invested untill investor s I-829 gets approved and withdraws from the project The funds stay in the escrow account to reduce the risk. 6 Orion Oil and Gas Project II

7 Liquidable Commodity: Oil, having the advantage of easy liquidity, provides a very stable monthly cash flow. Eighty (80%) of the monthly revenue is reserved with an escrow agency, who will pay back the loan, providing us with a clear exit strategy and protection from refinancing risks. Foreseeable Revenue Stream: For Orion Fund I, the first 4 wells are producing over 200 barrels a day each at a $60/barrel oil price. Total gross revenue is estimated to be $5.4 million/year. Each year the maintenance cost is $60,000/well. After paying 23%of royalty and maintenance cost first year s revenue is estimated to be $3.9 million if all drilled at the same time. Net revenue is calculated to be $3.6 million/year. Growing Industry: Oil and gas is one of the rapidly growing industries in the United States of America. Investors are allowed to invest directly in oil well working interest. 7

8 Job Creation: Creation of more than 1500 jobs, which is 2.5 times more than required, gives the advantage of having a surplus of jobs while applying for immigration. The expenditure jobs are calculated based on amount of capital spent during drilling and extraction. In this case, $134 million capital is used to drill and complete 24 wells, which will create 634 jobs. On top of that revenue jobs are calculated by using the average annual income generated by the oil wells. We are only using 100 barrels/per production to estimate the annual revenue which is far less than what has been produced. We have over 800 revenue jobs. 8 Orion Oil and Gas Project II

9 TEA Qualified: According to USCIS a project is determined to be in a rural area if it is not located within a metropolitan statistical area and has a population of less than 20,000 people. Orion Oil & Gas II Project is located in Major County with a population of approximately 7,750 people, qualifying the area as rural under TEA regulations. Professionally Managed Drilling Process: All oil wells are drilled and completed by well known oil and gas operating companies such as Comanche Explorer LLC, Sandridge Energy and Halliburton Corporation. They follow a well developed and mature process that is higher than the industrial standards. It helps us to reduce risk and generate more revenue. 9

10 Project Developer Information Overview Access U.S. Oil and Gas, Inc (AUSOG) is structured to offer oil and gas investments in North America. Using the latest technology of horizontal drilling in proven oil formation, AUSOG partners with professional oil and gas extraction companies to promote successful exploration. AUSOG s mission is to identify low risk oil and gas drilling opportunities and deliver a competitive and sustainable rate of return to our oil and gas investors. By utilizing the EB-5 Program, AUSOG strives to provide a safe and reliable energy resource, while assisting our investors in fulfilling their American dreams. By pursuing targeted investments, AUSOG is able to maximize the value of its assets and resources for employees, shareholders and investors. AUSOG works in a responsible, caring and productive manner, and expects to expand its business range to all core, onshore oil formations in the near future. Michael Mattox is the CEO of World Trade Center San Francisco (WTC-SF) and is the Founding Principle of Access the USA (AUSA), as well as the CEO of Access US Oil and Gas, Inc (AUSOG). He has been an entrepreneur and marketing professional for more than 20 years. He holds a Masters of Business Administration and has held positions as Marketing Director and Director of Business Development at several companies. He has worked with economic development agencies at both the state and local levels and has owned and managed several businesses. Mr. Mattox has also been an Adjunct Professor of Marketing for St. Martin s University in the USA and at the Shanghai Maritime University in Shanghai, China. Mr. Jason Li is the Vice President of the EB-5 Bonds group and Access U.S. Oil and Gas Inc, a SEC registered public company that manages EB-5 Bonds oil and gas projects. He has a Bachelor s degree in International Finance and a Master s Degree in Engineering. He is also an FINRA registered and licensed General Security Broker Rep (Series 7 license & Series 63 License). He is associated with the SEC registered broker dealer Primary Capital LLC, which is also an FDIC member. Mr. Li has been involved in the EB-5 industry for over 4 years, including his work with AUSA and a number of successful EB-5 projects within the organization. 10 Orion Oil and Gas Project II

11 Operating Company Comanche Explorer LLC (hereby referred to as Comanche ) was founded in 1988 as a producing property acquisition company. With the addition of technical staff, Comanche began developing exploration prospects in Comanche and its subsidiaries have drilled more than 400 operating wells in Oklahoma, Kansas and Texas. In 2000, Comanche formed Hawthorn Energy Partners, LLC with a group of Texas partners. In 2002, Hawthorn Energy Partners, LLC became a wholly owned subsidiary of Comanche and serves as the Comanche exploration and production arm on all operations conducted in Texas. Since 2000, Comanche and its subsidiaries have drilled an average of twenty operating wells per year. In 2012, Comanche had an active drilling schedule encompassing multiple internal projects and joint ventures in Oklahoma, Kansas, Texas, and North Dakota. Comanche now manages ongoing field operations in three states, encompassing over 250 oil and gas wells.

12 1 The fund stays in escrow account until I-526 approval 2 Orion Oil & Gas II LP loans to AUSOG with 3% annual interest 3 AUSOG owns 21% equity of the project 4 Halliburton handles the drilling in a contract with Comanche Explorer LLC 5 SandRidge Energy works for the completion of the project in a contract with Comanche Explorer LLC 6 Atlas buys oil from Comanche Explorer LLC 7 20% revenue of the project will be used for operating 8 80% monthly revenue of the project will go to escrow account every month until enough amount is available to pay back loan & interest 9 Upon I-829 approval, principal and interest will be returned to investors 12 Orion Oil and Gas Project II

13 Regional Center Approval Regional center is approved for 32 counties in Oklahoma. Orion Oil & Gas II is located in Major County Oklahoma which is a part of listed counties. 13

14 Orion Oil and Gas II Project Details Project Location (Anadarko Basin, Mississippian Lime formation, Lease) Oklahoma State: One of the largest oil reserves in the country 100 years of successful oil drilling Quality oil at shallow depths reduces cost of extraction. Oil Production Gas Production Both Oil & Gas Production Orion Oil & Gas II Project is located in the core area between the cross section of oil and gas. We have over 250 producing well in the area and geologic structure has been proven for years by all different operating companies. The yellow star on the map shows the location of Major county. Anadarko Basin: The Orion Project II is located in Anadarko Basin Target is Mississippian Lime Formation The Mississippi lime rock makes it attractive to drill and extract oil 14 Orion Oil and Gas Project II

15 Orion Horizotal Mississippian Orion Horizontal Mississippian Orion II Well Location Major County, Oklahoma 42 yellow drilling unit blocks represent acres of land 15

16 Drilling Schadule Well # Well Name Drilling Schedule Location (County) 1 Warner 9-H Dec 2013 Major 2 El Well 29-1H Jan 2014 Major 3 Rhodes 9-1H May 2014 Major 4 Gynith 8-1H Nov 2014 Major 5 Judith Ann June 2015 Dewey 6 Elwell H July 2015 Major 7 Mounds 1-16H Sept 2015 Major 8-28 TBD TBD Major- Dewey 16 Orion Oil and Gas Project II

17 Project Operation (Horizontal Drilling) Between 1985 and 1993, NCEL (now the NFESC) of Pt Hueneme, California developed controllable horizontal drilling technology. This technology is capable of reaching 10,000 15,000 ft ( m) and may reach 25,000 ft (7500 m) when used under favorable conditions. Wells are drilled directionally for several purposes: Increasing the exposed section length through the reservoir by drilling through the reservoir at an angle. Compared with vertical drilling, horizontal well contact with a larger reservoir and will be able to produce more. Common vertical well in this area has a daily production of barrels versus horizontal well shares a daily production of over 200 barrels. Drilling into the reservoir where vertical access is difficult or not possible. For instance an oilfield under a town, under a lake, or underneath a difficult-to-drill formation Allowing more wellheads to be grouped together on one surface location can allow fewer rig moves, less surface area disturbance, and make it easier and cheaper to complete and produce the wells. Drilling along the underside of a reservoir-constraining fault allows multiple productive sands to be completed at the highest stratigraphic points. Oil tend to migrate to higher geographical locations. (Vertical vs Horizonal) (Fracing Process)

18 Project Budget Comanche s Budget for the Project 18 Orion Oil and Gas Project Fund II has estimated budget of 140 million dollars, 134 million dollars is used in drilling and operating for the 24 wells, 6 million is used to acquire leases for the land. AUSOG owns 21% of the project and the rest is owned by Comanche Explorer, LLC and other oil and gas companies. Orion Oil and Gas Project II

19 Project Economics (Revenue, ROR, IRR, Graphic) The estimated AUSOG annual net revenue from gas & oil in 5 years is $60.4 million USD. Investors receive 3% annual interest on capital invested, while 80% of oil & gas revenue is accumulated in the escrow account for the payback process. This estimation is based on 100 barrels (bbls) of oil per day. In reality the production is much more, which implies that the project revenue is much higher than what we have predicted. AUSOG works as the developer for the project. 19

20 Due Diligence Documents Oil and Gas Lease All Oil and Gas lease are acquired and registered with the Oklahoma Corporation Commission Oil and Gas Conservation Division

21 Drilling Permit The Drilling Permit request will be submitted into court and approved (permitted) before drilling starts. Liability Insurance for Comanche The Orion Oil & Gas project has state required insurance to cover potential engineering damage with the operating company.

22 Frequently Asked Questions What is an EB-5 project? An EB-5 project is considered to be a new commercial enterprise that will lead to the creation of 10 full time jobs for U.S. workers, per investor. EB-5 investors must direct their required capital investment to a specific EB-5 project. These projects are mostly funded by Regional Centers designated by United States Citizenship & Immigration Service (USCIS). EB-5 Investment Process In order to begin the EB-5 visa process, you must execute the Limited Partnership Agreement and the Subscription Agreement in the Offering Documents. You must then send these documents together with your Capital Contribution and Administrative Fee (net of any bank or wiring expenses) to the Escrow Agent and General Partner. Once the funds are released from Escrow to AUSOG, you will be admitted as a Limited Partner of the Limited Partnership and then the Green Card application process will begin. After your investment is made, an I-526 application can be assembled by an immigration attorney to certify that your investment meets the qualifications for EB-5 status. Petition approval typically takes 16 months or more; in the event your I-526 petition is rejected, the investment principal and admin fee will be returned in full. Once the I-526 has been approved, you will have an interview at the U.S. Embassy in your home country. When the investor lives in the United States, no interview is customarily required and your Green Card will be sent a few weeks after your interview. Total time required from investment to Green Card receipt usually ranges between 1.5 to 2 years. Your investment will be returned within five or six years by the revenue reserved in the escrow account from oil and gas sales. Step by step = Investment Process Prior Investment Vary Individually Months Vary Individually Within 6 Months Investment Period I-526 Petition I-526 Petition Consulate Interview Immigrate to US Disclose Offering Documents We provides marketing & offering documents to investor. Investor conducts due diligence work. Investor signs Documents Investor decides to invest and completes and signs offering documents. Prepares funds for wiring. Investor Wire Funds AUSA counter signs offering documents. Investor wires the investment funds to escrow account & admin fees to AUSA. Investor Submits I-526 AUSA submits offering documenets and project docs to USCIS, investors and attorneys for I-526 application. I-526 Approval Investor Enters Investor receives I-526 the U.S. approval and prepares Investor enters the for consulate interview. U.S. AUSA offers Fund are wired into the free after services. project from escrow. Investor Passes Interview Investor passes consulate interviews and prepares to enter the U.S.

23 How is the Orion Oil & Gas Fund II project related with EB-5? Orion Oil & Gas Fund II will be affiliated with EB-5 Bonds Texas Oklahoma Center, a regional center that has been approved by USCIS. Orion II will continuously create over 1500 jobs to meet the requirement of USCIS, making it a very promising EB-5 project. Is there any return for the investment? Yes, investors will get their investment back after 5 years with a 3% annual interest. How much is the investment and how many investors are in the project? Orion II Oil & Gas project is a $30 million USD project including 60 EB-5 investors with an investment of $500,000 each. EB-5 funds account for approximately 21% of the entire project. How many US investors are in this oil project? EB-5 investors will invest 21% of the total project. Comanche and other local oil and gas companies are all involved in the same project. They will contribute the remaining 79% of funds. What is a TEA area? According to USCIS, A targeted employment area (TEA) is an area that, at the time of investment, is a rural area or an area experiencing unemployment of at least 150% of the national average rate. The project is located in Major County, Oklahoma having a population of approximately 7,750 people, qualifying the area as rural under TEA. How many jobs are created? How many jobs are required with an EB-5 program and what percent of total? Creation of more than 1,500 jobs which is 2.5 times more than required gives the advantage of having a surplus of jobs while applying for immigration. To comply with requirements of the EB-5 program, each Limited Partner s investment must generate 10 U.S. jobs. The General Partner believes that the Orion Oil & Gas II will generate sufficient jobs for all the contemplated limited partnership interests offered throughout the 5-year project life. Which Regional Center is doing the EB-5 Project? EB-5 Bonds Texas Oklahoma Center is the vehicle and sponsor for filing the documents. However, Orion Oil and Gas Project Fund II is operated by the same managing team as the Orion Oil and Gas Project Fund I. Access The USA (AUSA) is the offering entity of this project and managing entity of the entire process. Who is the Project Developer? Access U.S. Oil & Gas (AUSOG) works as the project developer for the Orion Oil & Gas II project. AUSOG owns 21% equity in the project. Its mission is to identify low risk oil and gas drilling opportunities and deliver a competitive and sustainable rate of return to our oil and gas investors. Are there any additional expenses faced by the investors? Investors are not liable for any additional expenses. This is a straight loan with 3% annual interest approximately $15000 to investors on their investment during the first 5 years. Any associated operational cost on the well will be at AUSOG s cost. What is the exit strategy from the project upon receipt of permanent residency? A very clear exit strategy has been laid out to protect the investors from any kind of complication. Funds stay in the escrow account until I-526 approval. Eighty percent (80%) of oil & gas revenue goes in the escrow account and is kept there until it is enough to pay back all the investor s principal. Upon I-829 approval, the investment is returned to the investors with a 3% annual capital interest. If the I-526 is denied the investment is repaid to the investors.

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