Collective Mining | Corporate Presentation - April 2024
Pa Resources Rights issue and bond undertakings 5 june 2013
1. PA Resources update
Philippe Probst, CEO
Tomas Hedström, CFO
Stockholm, 5 June 2013
Further strengthening of financial position
2. Todays news
>> Fully underwritten rights issue of SEK 891 million
Fully committed and underwritten by Gunvor Group,
Lorito Holdings* and a guarantee consortium consisting
of current shareholders and other investors
2
>> Possible new bond issue of up to SEK 1,000 million,
>50% underwritten
Undertakings by two larger investors
1
2
* Lorito Holdings (Guernsey) Ltd. is an investment company wholly owned by a Lundin family trust.
3. PA Resources recent development
3
Recapitalisation
» Net Debt decreased by
SEK 1,421m
» Equity increased by
SEK 1,572m
» New larger shareholder in
Gunvor Group with 6.4%
February April May
Gunvor Group
increases holding
» Gunvor Group increases
its interest to 9.9%
New Board and
Management
» New board elected 14 May
» New CEO, Philippe
Probst, 15 May
» New CFO, Tomas
Hedström, 2 May
Azurite performance
» Unsuccessful sidetrack
» Production rates affected
by unstable flowing
conditions
Amortizations
» SEK 245m in Q1
» SEK 96m in bonds used
as payment in rights issue
in February
» NOK 90 million in April
(NOK bond)
Successful Tunisian
farm-out
» Farm-out of 70% of
Didon and Zarat permit
to EnQuest PLC
JuneMarch
Further strengthening
of balance sheet
» Fully undwritten rights
issue of SEK 891m
» Possible of new bond
issue of up to SEK 1,000m,
>50% underwritten
Strategic review
» Review of the
company’s strategy,
assets and long-term
financing initiated
2013
4. Strategic review initiated
4
• New Board of Directors
• New Management team
• Evaluation of short-term financing
• Review of assets and strategy
• Evaluation of long-term financing
Review of strategy, assets and long-term financing
5. Recapitalisation 2012/2013
- key assumptions:
•Significant farm-outs to fund
further development of
resources
•Cash flow projection based on
production plan
•Recovery in investors
confidence - refinancing of
maturing bonds on acceptable
terms
Development since
recapitalisation
•Shortfall in cash flow due to lower
Azurite production. Apart from
that performance in line with
previous business plan
•Investors’ confidence not yet
restored
•Bonds trading at high yield
→ refinancing on acceptable
terms not possible
•
Current situation
•Farm-out of Didon and Zarat
permit to EnQuest - first step to
secure assets’ long-term value
•Funding need of at least SEK 1.6
billion identified from Q2 2013
until Q4 2014
•Board reviewing potential of the
company’s assets - new strategy
may result in additional
divestments and acquisitions
requiring additional funding
Further strengthened balance sheet
5
6. Minimum funding requirements of SEK 1.6 billion
6
• Minimum funding requirements Q2 2013
– Q4 2014 based on
» Best estimate of production profiles
» Oil price level of USD 100
» Current committed capex
» Does not include planned, but not yet
committed capex
Assumptions for cash projection
• Total of USD 105 million of which USD 45
million related to Tunisian offshore:
» Didon: ESP + infill well
» Zarat permit: Elyssa appraisal well +
exploration well
• West Africa: Azurite side track and
Block I drilling and development projects
• Tunisia: Makthar seismic and drilling
• Denmark: 12/06 work program ahead of
drilling
Committed capex projects
-0.8
Estimated funding requirements until 31 Dec. 2014 (SEK billion)
-0.8
-0.8
0.3
0.1
0.2
-1.2
-0.3 -1.6
-2
-1,5
-1
-0,5
0
0,5
1
Cash flow
opening
balance 31
March
Cash flow
from
operations
Tunisian
farm-out
Committed
capex
Amortizations Interest
payments
Total funding
need
-0.7
8. Rights Issue key facts
• Shareholders with 17% holding/votes have committed to subscribe for their pro rata share
• Remainder is underwritten by Gunvor Group, Lorito Holdings and a guarantee consortium
put together by Carnegie Investment Bank
• Each existing share will entitle to subscribe for 3 new shares at SEK 10.50 per new share
• Rights issue carried out at discount of approx. 19% to the theoretical ex-rights price based
on closing share price on 4 June 2013
8
Rights issue of SEK 891 million fully underwritten
EGM on 5 July to resolve on the rights issue
• Gunvor Group will not vote at the EGM
• Shareholders, excluding Gunvor Group, with an aggregate shareholding of approx. 7%
have stated their support for the rights issue
9. Debt refinancing undertakings
9
• Board will evaluate the possibility to replace the SEK bond maturing in October 2013
with new external debt financing which may include
» New bond loans
» Reserve based lending facilities
• PA Resources has secured commitments from two larger institutional investors for
undertakings in excess of SEK 500 million in a new bond issue of up to SEK 1,000 million
• Terms for the bond undertakings similar to terms for the current SEK bond but with
a minimum equity covenant of SEK 1,000 million instead of SEK 2,000 million
• Completion of the rights issue together with new bond commitments secures the
repayment of the SEK 850 million bond
» Significantly reduced financial risk exposure
» Better positioned for future refinancing as well as for further divestments and acquisitions
Possible new bond issue of up to SEK 1,000 million of which >50% underwritten
10. Impairments, accounting effects and covenants
• Equity to be negatively affected with approx. SEK 290 million in Q2 2013
» Tunisian farm-out will result in book loss of SEK 110 million
» Full impairment of values relating to licence Block 8 in Greenland and the Gita licence in Denmark
of approx. SEK 180 million to be reported in Q2 2013
• Possible temporary breach of covenants for SEK and NOK bond loans
» Rights issue will solve any potential breach
» PA Resources to ask bondholders for a waiver for such temporary breach
• Underwriting of rights issue and new bond issue conditional on obtaining waivers
• In addition to expected write-down in Q2 2013, PA Resources is targeting farm-out of the
exploration area Mer Profonde Sud (MPS) in Congo
» Dependent on a successful conclusion prior to decision to enter optional phase with a one-well
commitment by November 2013, if licence not extended
» MPS had a book value of approximately SEK 800 million as of 31 March, 2013
10
11. Pro forma key ratios
11
Unaudited key
financial items and
key ratios
SEK million
Actual before
rights issue and
write-downs
March 31, 2013
Rights issue1 Write-downs Pro forma after
rights issue1 and
write-downs
March 31, 2013
Equity 2,201 891 -290 2,802
Net interest bearing debt 2,111 -891 - 1,220
Equity/capital employed 48% - - 54%
Debt/equity 96% - - 44%
1) Excluding transaction related costs
12. Indicative time table
12
» 5 July Extraordinary General Meeting
» 14 August Interim report January–June 2013 published
» 15 August Record date to participate in the rights issue
» 15 August The prospectus is made public
» 19 August – 2 September Subscription period
» Around 4 September Announcement of outcome in rights issue
EGM
5 July
Q2 Report
14 August
Prospectus made
public and record date
15 August
Subscription period
19 August – 2 September
Outcome announced
Around 4 September
13. Today’s News summary
13
» Strategic review underway
The Board’s and management’s review of strategy, assets and
long-term financing is underway
» Strengthening of balance sheet
Fully underwritten rights issue of SEK 891 million committed
and underwritten by Gunvor Group, Lorito Holdings and a
guarantee consortium
» Possible new bond issue of up to SEK 1,000 million,
+ >50% underwritten
Undertakings by two larger institutional investors of SEK 500
million in a new bond issue of up to SEK 1,000 million on similar
terms as the SEK bond maturing in October 2013