SacOil Holdings Limited Reorganisation of Interests in Block III, DRC (5319Q)
March 01 2016 - 2:00AM
UK Regulatory
TIDMSAC
RNS Number : 5319Q
SacOil Holdings Limited
01 March 2016
Aim Share Code: SAC 1 March 2016
SacOil Holdings Limited
("SacOil" or "the Company")
Reorganisation of Interests in Block III, Democratic Republic of
Congo
SacOil announces proposed reorganisation changes to its indirect
participating interest in Block III, Albertine Graben ("Block III")
in the Democratic Republic of Congo ("DRC"), currently held by its
indirect subsidiary Semliki Energy SARL ("Semliki"). The reasons
for the reorganisation of the ownership structure are to enable
SacOil to represent its interest in Block III directly and to have
direct line of sight to the activities of Block III. The impact of
the reorganisation is that the assets and liabilities related to
fellow Semliki shareholder, Divine Inspiration Group Proprietary
Limited ("DIG"), will be retained in Semliki.
Background
Semliki has a direct 18.3% participating interest in Block III
alongside partners Total E&P RDC (66.7%) ("Total") and the DRC
government (15%). Semliki is currently 68% directly owned by RDK
Mining Proprietary Limited ("RDK") with the remaining 32% held by
DIG. RDK is a wholly owned subsidiary of SacOil whose effective
interest in the asset is therefore 12.5%. The operator of Block III
is Total.
Proposed Reorganisation
The proposed reorganisation will separate the respective
interests of SacOil and DIG in Block III via a change in ownership
of Semliki.
SacOil has formed a new wholly owned subsidiary SacOil DRC SARL
("SacOil DRC"), being a company incorporated in the DRC, which will
be directly owned by RDK. Semliki will dispose of a 12.5%
participating interest in the PSC and a proportionate interest in
the Block III Joint Operating Agreement and Exploration Permit to
SacOil DRC for nominal cash consideration. Concurrently Semliki
will repurchase the entire shareholding of RDK in Semliki for
nominal cash consideration, thus resulting in Semliki becoming a
wholly owned subsidiary of DIG.
Semliki shall assign a portion of its future rights and
obligations under the Farm-Out Agreements ("FAs") to SacOil DRC
with the consent of Total. This assignment represents a transfer of
SacOil's rights and obligations attached to the 12.5% effective
participating interest in the PSC now held through SacOil DRC
pursuant to the disposal highlighted above. The rights and
obligations to be assigned include:
-- The right to receive bonuses totalling US$54 million pursuant
to the provisions of the FAs upon the attainment of First
Investment Decision Date and First Oil Date;
-- The right to require Total to pay SacOil DRC's share of carried costs;
-- The right for Total to recover the carried costs and interest
thereon from SacOil DRC's share of cost oil;
-- The right to receive payment from Total of an amount
equivalent to SacOil DRC's share of the Sell On Premium as defined
under the FAs; and
-- The obligation to pay SacOil DRC's share of costs to Total under the provisions of the FAs.
Carried and other costs associated with future operational
activities cannot be quantified at this stage.
Semliki shall delegate to SacOil DRC its payment obligations in
respect of loans owed to SacOil and South Africa Congo Oil
Proprietary Limited amounting to $2.5 million and R41.3 million
respectively, which arose from historical transactions relating to
the acquisition of SacOil's effective 12.5% interest in the
PSC.
As part of the reorganisation SacOil has agreed to reimburse DIG
operational costs of $150,000, which are primarily representation
fees as SacOil does not have an office or presence in the DRC. This
reimbursement will be paid on the closing date of the
reorganisation. Payment of the reimbursement amount will constitute
full and final settlement of all and any claims by DIG, Semliki and
their affiliates against SacOil and its affiliates.
SacOil and DIG will retain their respective participating
interests of 12.5% and 5.87% in Block III post the reorganisation.
SacOil's entire interest in Block III will be held via SacOil
DRC.
Rationale
The reasons for the reorganisation of the ownership structure
are to enable SacOil to represent its interest in Block III
directly and to have direct line of sight to the activities of
Block III.
Timeline
On 29 February 2016, SacOil and DIG concluded the transaction
agreements implementing the reorganisation. Closing is subject to
all necessary approvals being procured and necessary amendments to
the relevant Block III agreements being effected.
JSE Sponsor
PSG Capital Proprietary Limited
1 March 2016
Enquiries:
SacOil Holdings Limited
Damain Matroos +27 (0)11 463 6884
finnCap Limited (Nominated
adviser and broker)
Christopher Raggett / James
Thompson +44 (0)20 7220 0500
FirstEnergy Capital (Joint
broker)
Hugh Sanderson / David van
Erp +44 (0)20 7448 0200
Buchanan (Financial PR adviser) +44 (0)20 7466 5000
Ben Romney / Helen Chan / sacoil@buchanan.uk.com
Madeleine Seacombe
About SacOil
SacOil is a South African based independent African oil and gas
company, dual-listed on the JSE and AIM, with business operations
in Egypt, DRC, the Republic of Malawi and the Republic of Botswana.
SacOil also operated in Nigeria until 19 May 2015. The Company has
partnered with the Public Investment Corporation SOC Limited and
the Instituto de Gestão das Participações do Estado on a project
that entails the construction of a gas pipeline from Mozambique to
South Africa and the distribution and marketing of gas in southern
Africa. The Company continues to evaluate opportunities to secure
high impact acreage in other established and prolific hydrocarbon
basins in Africa.
For further information, please visit
www.sacoilholdings.com.
This information is provided by RNS
The company news service from the London Stock Exchange
END
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