18th Dec 2013 07:00
18th December 2013
Fastnet Oil & Gas plc
("Fastnet" or the "Company")
Fastnet Executes Farmout Agreement for Foum Assaka Contract Area, offshore Morocco with South Korean company SK Innovation
Highlights
· Farmout agreement entered into with Korean-listed SK Innovation (096770.KS), an affiliate of SK Group the third largest conglomerate in South Korea, for half of Fastnet's interest, in the Foum Assaka Contract Area, offshore Morocco;
· Up to two well carry comprised of a carry in the first exploration well on the Eagle Prospect and first appraisal well (capped at US$100 million per well) or at SK Innovation's discretion a carry in a second exploration well (capped at US$100 million);
· Reimbursement of past costs of US$3.2 million and a further payment of 25 per cent of Fastnet's back costs relating to the period from 1 October to 1 January 2014.
Fastnet (AIM: FAST, ESM: FOI) the listed E&P company focused on near term exploration acreage in Morocco and the Celtic Sea, is pleased to announce that its wholly owned subsidiary Pathfinder Hydrocarbon Ventures Limited ("Pathfinder") has signed a farmout agreement ("Farmout Agreement") with South Korean company SK Innovation for a 12.5 per cent paying interest share over four exploration licenses comprising the Foum Assaka offshore Contract Area in the Agadir Basin in Morocco ("Foum Assaka Block").
Following the completion of the Farmout Agreement and the receipt of all regulatory approvals, the equity split for the Foum Assaka Block will be:
Party | Participating Interest | Paying Interest |
Kosmos Energy Deepwater Morocco ("Kosmos") (Operator) | 29.925% | 39.900% |
BP Plc ("BP")2 | 26.325% | 35.100% |
Pathfinder | 9.375% | 12.500% |
SK Innovation | 9.375% | 12.500% |
ONHYM1 | 25.000% | 0.00% |
Notes:
1. ONHYM will have a carried interest through the exploration period.
2. BP farmin currently in process and subject to Moroccan government approvals
Commercial terms
Under the terms of the Farmout Agreement, SK Innovation will acquire a 12.5 per cent interest in the Foum Assaka Block and shall pay 100 per cent of Pathfinder's 12.5 per cent share of the cost of the first exploration well subject to a maximum gross well cost of US$100 million.
In the event that the second well, following the initial exploration well, is not an appraisal well but a further exploration well then, at SK Innovation's election to participate, SK Innovation shall pay 100 per cent of Pathfinder's 12.5 per cent share of the cost of the second well subject to a maximum gross well cost of US$100 million.
If the gross costs in either of the two wells are less than US$100 million then, provided Fastnet and SK Innovation agree to re-drill the same prospect, SK Innovation shall carry Fastnet until such time as the cumulative gross cost for both wells reach US$100 million.
Under the Farmout Agreement, SK Innovation shall pay to Fastnet the sum of US$3,220,900, which represents a 25 per cent share of costs incurred by Pathfinder up until 1 October 2013. In addition, SK Innovation shall pay 25 per cent of actual costs incurred by Pathfinder from 1 October 2013 to 1 January 2014 and any pre-drill costs directly attributable to the FA-1 well being the first well drilled on the Eagle prospect. SK Innovation shall also pay 12.5 per cent of Pathfinder's costs in relation to its participating interest during the period from 1st January 2014 until the issue of a Joint Ministerial Order approving the assignment of the 12.5 per cent participating interest from Pathfinder to SK Innovation ("Completion").
Completion of the farm-out is subject to the customary closing conditions including:
· SK Innovation obtaining any required approvals from the government of the Republic of Korea;
· Moroccan Government approval;
· Waiver of existing pre-emption rights by the Foum Assaka joint venture partners; and
· Confirmation from the parties to the Joint Operating Agreement ("JOA") approving the terms of the novation agreement in respect of the JOA and assignment of the interest in the Foum Assaka Block to SK Innovation.
Expected drilling timetable
Currently the operator, Kosmos, anticipates a late Q1 2014 spud date for a well on the Eagle Prospect to test all prospective reservoirs.
Background information on SK Group
SK Innovation (formerly known as SK Energy) is the energy and chemicals affiliate of SK Group. The SK Group is the third largest conglomerate in South Korea with over 70,000 employees who work from 113 offices worldwide. The group's businesses include energy, chemicals, information, telecommunications, semiconductors, finance, and distribution.
Carol Law, Executive Director of Fastnet said:
"The farmout of half of our Interest in the Foum Assaka Block provides Fastnet with a very low cost opportunity to participate in the drilling of a high profile, potentially high reward well in what we view as one of the industry's hottest new exploration areas. This transaction validates Fastnet's strategic decision to conduct a separate competitive farmout process for its equity interest in this highly regarded exploration block in the Agadir Basin, as exemplified by BP's farm-in to the Kosmos equity. Fastnet has secured excellent commercial terms and has ensured that the carried equity interest has running room in the event of a follow up appraisal or exploration well being drilled."
Paul Griffiths, Managing Director of Fastnet said:
"The Farmout Agreement significantly strengthens Fastnet's balance sheet and ensures that our exciting offshore and onshore drilling programme in Morocco in H1 2014 can be optimally executed in a manner consistent with the Company's stated strategy of returning value to shareholders in the event of early drilling success."
There will be a conference call for analysts held by management at 9.00 am this morning to discuss the transaction. The recording of the call will be uploaded to www.fastnetoilandgas.com later today.
For further information please contact:
Fastnet Oil & Gas plc Cathal Friel, Chairman Paul Griffiths, Managing Director
| +353 (1) 644 0007 |
Shore Capital Nomad Bidhi Bhoma, Edward Mansfield
Corporate Broking Jerry Keen
| +44 (0) 20 7408 4090 |
GMP Securities Europe LLP (Joint Broker) Rob Collins
| +44 (0)20 7467 2800
|
Davy (ESM Adviser & Joint Broker) John Frain, Anthony Farrell
| +353 (1) 679 6363 |
FTI Consulting Edward Westropp, Natalia Erikssen, James Styles | +44 (0) 207 831 3113 |
Notes to editors
About SK Innovation
SK Innovation (formerly known as SK Energy) is the energy and chemicals affiliate of SK Group. The SK Group is the third largest conglomerate in South Korea with over 70,000 employees who work from 113 offices worldwide. The group's businesses include energy, chemicals, information, telecommunications, semiconductors, finance, and distribution.
SK Innovation has been leading Korea's energy industry for the past five decades. Early on, the company expanded into overseas resource exploration. These efforts have seen tangible results in projects in Vietnam, Peru, Brazil and elsewhere, elevating the company's global stature in natural resource development.
SK Innovation has been actively involved in a number of overseas E&P projects in Yemen, Vietnam, Peru and Brazil, helping turn the company into a reliable E&P partner with global players through the success of its several business models. By actively exploring and acquiring shares in new and prospective operations, SK Innovation has vastly strengthened its E&P business portfolio, which now ranges from exploration and development to production.
After a successful disposal of assets in Brazil in 2011, SK Innovation had significantly more liquidity for expanding its E&P business. Buoyed by this success, the company started looking for more M&A opportunities and operations sites commensurate with its asset volume and technologies.
SK innovation is actively participating in 24 blocks and four LNG projects in 16 countries and has a high-value asset of 646 mmboe (Proven Reserves, P1), with stable production volume of 72,000 b/d in 3Q13.
(Sources: SK Innovation website, 2012 Annual Report and 2013 Presentation to Investors)
About Fastnet
Fastnet Oil & Gas plc is an independent oil and gas exploration company that focuses on identifying early stage exploration and appraisal opportunities in Offshore Morocco and Ireland. It is quoted on the AIM market of the London Stock Exchange and the Enterprise Securities Market (ESM) of the Irish Stock Exchange. Fastnet's aim is to assemble a portfolio of high impact conventional oil and gas assets that will deliver sustainable growth and value for the Company. Its immediate focus is on implementing its Offshore Morocco and Ireland strategies where it holds a material interest in the Foum Assaka Block alongside an exclusive option agreement over the Tendrara-Lakbir Licence which covers 8 exploration blocks. In the Celtic Sea, Fastnet holds licensing options (Molly Malone, Shanagarry, 49/13, Mizzen and Mizzen East Basin) and an exclusive option to farm-in to the Deep Kinsale Prospect beneath the Kinsale Head gas field. In addition, Fastnet will continue to pursue new conventional oil and gas opportunities in and Africa where the Directors and Advisory Board also have extensive knowledge, contacts and experience of creating value.
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