RNS23 Dec 2020 07:48
3 December 2020
Sound Energy plc
("Sound Energy" or the "Company" and together with its subsidiaries the "Group")
Phase 1 Development - Letter of Exclusivity and Extension of LNG Heads of Terms
Sound Energy, the Moroccan focused upstream gas company, is pleased to provide the following update in relation to the Company's proposed micro liquefied natural gas ("mLNG") phase 1 development project for the TE-5 Horst (the "Phase 1 Development") at the Tendrara Production Concession (the "Concession").
Letter of Exclusivity
The Company is delighted to announce that Sound Energy Morocco East Limited ("SEMEL"), the Company's wholly owned subsidiary, has entered into a letter of exclusivity (the "LoE") with Italfluid Geoenergy S.r.l. ("Italfluid") pursuant to which the parties have agreed to use their reasonable endeavours to negotiate and enter into a binding project contract (the "Project Contract") which will on entry commit Italfluid to design, construct, commission, operate, maintain and let to SEMEL a mLNG Plant (the "mLNG Plant") which can produce LNG. The mLNG Plant, which will also treat and process raw gas from the Phase 1 Development prior to liquefaction, is a substantial part of the surface facilities required to be built and operated as part of the Phase 1 Development.
Under the LoE, the Group has granted a period of exclusivity to Italfluid until 31 March 2021 during which time the parties have agreed to use their reasonable endeavours to seek to conclude and enter into the Project Contract on the basis of key commercial terms set out under the LoE ("Proposed Transaction") and as summarised below:
a. The mLNG Plant shall be designed, constructed, commissioned, operated and maintained by Italfluid for SEMEL in consideration for the Initial Payments and the Daily Rental Payments.
b. The term of the Project Contract shall be five (5) years (the "Initial Period").
c. An initial Payment of five million US Dollars (US$5,000,000) due from SEMEL to Italfluid within 30 days of issuance of the notice to proceed with the Phase 1 Development and two million US Dollars (US$2,000,000) due from SEMEL to Italfluid within 30 days of notification from the SEMEL to Italfluid of the successful commissioning (including production build-up) of the mLNG Plant.
d. During each day of each contract year in which Italfluid has evidenced to the satisfaction of SEMEL, that the mLNG Plant can deliver a guaranteed daily volume, a daily rental payment of thirty-six thousand US Dollars (US$36,000) per day shall be payable to Italfluid from SEMEL.
The Company cautions that whilst the LoE is binding during its term in the grant of Exclusivity and in its recording of the commitment by SEMEL and Italfluid to use reasonable endeavours to conclude and enter into a Project Contract based on the key commercial terms set out in the LoE, the Proposed Transaction remains s