Member Info for jimtheknow

I so badly want to believe in this but it's still not adding up and the interview with Leo is not convincing and again there goes another interview where not a great deal was said. My take on the interview:

Leo Koots struggled to look at the camera, the way he carried himself didn't seem convincing.
Leo Koots would appear to be a man who doesn't like waiting around and enjoys the buzz of business. Because of the COVID situation and global oil turn-down it would appear CERP's ability to give him that buzz moved too far down the road and he's substituting that with being able to be involved in P#1, which is what we were all feeling.

There is still no explanation of where the money is coming from to develop CERP's production and assets and this is the big problem for me. As we stand the deal dilutes BPC, has no spare money to develop CERP and if P#1 comes back a duster the new companies share price will crash to the same lows as even though the new company will have producing assets they aren't big/good enough to keep the smaller CERP afloat now, never mind the bigger entity.

This only makes sense if we get some type of farm-in on the Southern licenses and then BPC's cash in the bank can be diverted to develop CERP.

Still more info and news flow required for me.

And if anyone is in any doubt as to whether to go it alone without CERP on P#1, just listen to what Leo Koots says about P#1. It doesn't need anyone else. What is it they still haven't told us?

P#1 is still the be all of everything here and that is 100% ours at the moment. Why give some of it away?

Toldo, Thanks and welcome. I was reading some of your comments on CERP, some of which i 'recommended'. I think we have similar thoughts.

When doing a bit of research on all of this i have noticed Bloomberg now list Leo Koots as a board member of BPC, this feels a bit premature and incorrect, however, Bloomberg are one of the more respected outlets.

Also, I believe Leo Koots had pre recorded something for release that was awaiting regulatory approval, does anyone know if this has been released yet?

P.S. The drivel and rubbish on here recently is getting unbearable. If no one has anything constructive to say can you please go find somewhere else.

To ensure the BoD remain aligned with shareholders I suggest a caveat to any Yes vote, one which sees the remuneration package for the BoD on a sliding scale based on company MCap. Let’s see how keen they are to constantly dilute us without an equal appreciation in, and maintenance of, a MCap arc various thresholds. E.g. remuneration package for MCap of £100m, £200m, etc.

I know of exploration companies that employed a very similar structure. BPC’s current structure allows them to print shares for themselves which will insulates them a lot from dilutive strategies.

If anyone believes that anything posted on these boards significantly effects a companies prospects then they are assigning far greater value to something than is actually the case.

No one should ever worry about anything on here, the market is far far bigger than this forum and the market will naturally find the weaknesses or strengths in a companies actions and rhetoric rather than the ramblings of a few individuals here.

Chill everyone. Let’s wait for the company roadshows and RNS’s over the coming weeks which should explain the value in this deal for all. If they don’t come I’d suggest that should shale your voting preference.

Lallee,

Exactly, we need more information why this deal makes sense for us shareholders and not just the board. We all voted resolutions which were unequivocally linked to course the company were going to pursue. The only deviation from this course that was discussed was if a farm-in took place and resulted in more money required for P#1 then other strategic avenues would be pursued.

IK,

With all respect. I know you’ve had a long career in finances but I’ve also got significant experience on the other side of the fence in this instance, I’ve worked in the oil & gas industry over the period BPC have suffered their issues and some of that period has been booming. Other companies have managed to thrive during these times. Some of BPC’s issues have been genuine, but they have without doubt milked those situations - they simply haven’t been nimble enough or had the drive. That’s the truth.

As for Eytan, I’ll only start to trust him when something is actually delivered. Between Simon and Eytan they have managed to deliver a lot of things that paint the illusion of progress but they are yet to deliver on any significant objectives. If I had £12m I could go buy drill equipment and casing, sign provisional agreements that ultimately amount to nothing. Assemble drilling teams that don’t end up drilling. We are being asked to vote for something that erodes what we’ve been told for ten years we’re told we have, told to vote for something that essentially requires the same work the Bahamas assets requires where no progress has been made to date. They have not done a good job so far so what makes us think they are going to anymore?

Everyone close to BPC remembers all the interviews with Simon and Eytan where they talk about having the rig, the dual Derrick rig, etc but they never named it and never secured it. They are either liars or they were going to be given access to it via farm-in. The only way we were 3 weeks away from drilling was via farm-in. I understand if NDA’s prevent that from being disclosed, if not they are liars and it leaves a bad taste. These are the people you’ll be getting CERP holders. Again, be warned.

We want answers on why our board think this is good for us, we don’t want to be left to make our own assumptions on why we think this is good/bad for us. This question is so so easy to answer as well isn’t it or they wouldn’t have made the offer to CERP, it all must be known now mustn’t it? Just tell us please and all will be forgiven.

*sleight of hand.

Sorry. Idiot.

I say this slightly tongue in cheek but it also has an element of truth to it. What people are also failing realise and articulate in all of this is.....

We’re all sick as a chip with how BPC have procrastinated over the years (queue the excuses). We’ve all invested as much as we’re prepared to lose and now we want to know the answer to what’s down there. That was the investment choice we made. Some people have died in the process of waiting for this answer, it’s not acceptable.

If we hit oil, great and we’ll get the proportional rewards we signed up to. If there’s nothing there then it finally closes the book and we can stop the grieving type process. We want closure and not another 5 or 10 yrs of the promise of jam tomorrow, some of us may not see that.

Be under no illusion, if P#1 comes back a duster the share will tank and you’ll have the same open wound as you’ve had with BPC for a decade. Hope kills. Who’s the mug in this process?

If CERP were an existing reasonable producer and therefore a cash cow, or, we get a farm-in so we top out around the same share total we agreed then ok. Otherwise it just looks like its prolonging people’s career to retirement. Not very nimble I’d say, more like an old ageing dinosaur with more slight of hand and tricks of illusion than David Copperfield.

Tell us more BPC, give us the detail we’re craving. Prove to us it’s not going to be another 10yrs of the same, this is what we’re worried about. You have caused this mistrust.

It’s like Brexit, we want an end almost regardless of the outcome.

Until I hear more from the company, and I’m all ears on the this, I still don’t get it. People will always try to look for the good in these things and protect their position but we need to ask the awkward questions unfortunately.

As a minimum we need answers on:

License extension.
Insurance Policy and progress on other CLN conditions.
Funding for P#1.

For CERP, if they don’t get an official answer on BPC’s requirement for a license extension then all they are certain they are voting for is massive dilution and giving away their assets. Why would they? P#1 is not a certainty yet as if it were our sp would be higher.

There are a number of fundamental requirements not yet fulfilled which include insurance policies, EA Permit adjustments, etc. These should be a formality but as the board had never sorted all of this 3 weeks before drilling previously confidence is low here and we can only go on past performance, which hasn’t been sector leading. More of a fingers crossed approach is what it looks like from the outside.

As far as we know P#1 funding is only possible with further large dilution, they think they will own 24% of any future company but that will drop way below 20% shortly after. And what money do BPC have to develop CERP assets? There’s less spare money in BPC’s coffers at the moment than what Labour left when they were ousted for government. Only way this works for me is with a farm out.

And a note of caution to CERP regarding the board post merger. I don’t know how their current management come across but post merger you will get a board where communication and information flow is scant, one which often treats PI’s with contempt. Be warned.

I look forward to BPC and CERP coming out and putting more meat on the bones with this as there isn’t much there at the moment other than more hope and promise. We all know hope kills and we’ve suffered this like death by a thousand cuts over the years.

Sooner these roadshows start the better.

Those who say the market liked this I’d ask is that really true? We took a big hit on the day and didn’t recover to previous, it’ll take a good few weeks to know this. Has it just priced in CERP? If so it’s not enough.

Star. I’m trying to understand your points. Can I approach this another way:

Why do you mention 3.33p now and what relevance does this have to anything going forward?

What do you think is going to happen/change closer to the vote with regards any of the terms already set out?

Star. No, not nearer the time of the vote. It’s gone now, it’s completely irrelevant. The 3.33p was the (0.803) ratio between CERP & BPC on the closing of 10 or 11th June when it was set. That ratio is fixed now.

It should also be said that it’s equally possible BPC may move in the direction of the CERP share price to align with this ratio, it doesn’t mean CERP will move up to it. Or a little bit of both.

Star, you raise some valid points for discussion and like you say, a good reason for CERP to recommend this to their shareholders now is because they are aware/believe news flow is coming which would raise the BPC SP and then the same deal at a later date would be more punitive to CERP, not so for BPC it should be said.

Something which I’d like to state though. You seem to make something of BPC’s closing price of 3.33p. That’s gone now and has no bearing on anything in the future. That price simply locked in a ratio at a given point in time. The 0.803 is now fixed and shares will be converted at this ratio at a time in the future. As this deal progresses the CERP & BPC prices will fall in line with this ratio, plus a little bit of fat based on how the market asses the risk of it not completing.

Mr Potter has said a number times recently that they came within 3 weeks of drilling P#1 but for the COVID pandemic. Most of us would love to believe this but the truth is at 3 weeks out we never had a rig contract signed nor an insurance policy in place. These are 2 quite significant and fundamental operational requirements to sort out in 3 weeks so everyone can be their own judge of whether they were 3 weeks away or not. For me there are two obvious ways these factors could have been resolved:

1) They could have sorted this under their own steam and got a everything in place, including a rig which everyone believed was stolen under their nose from a supermajor. This was a very tough ask.

2) They didn’t need to sort the above themselves because they were going to be ‘loaned’ the rig from the supermajor who stole it from them, who they were going to farm-out to. An equally tough/believable ask.

We’re they ready? We’ll never know.

Now to the force majeure bit. Mr Potter also states the global pandemic qualifies as force majeure and I can very well believe that, it would certainly qualify as such under most contracts I’d suspect. However, force majeure often works both ways in a contract, it doesn’t work unilaterally for the benefit of a single party only, it allows both parties to break from their obligations without penalty. Both parties may then continue with the said contract if mutual agreement is reached but if one party has had enough e.g. Bahamas Government in this case, could they choose to walk without penalty?

Is this why BPC have now signed the rig contract so early, to apply pressure to Bahamas Government in their decision not to walk away from BPC’s license agreement?

CERP holders should know there are a few technicalities still to ink yet on P#1 and there are likely at least another 500m shares to issue to complete P#1 financing.

We are taking a lot of things on trust and word of mouth from BPC at the moment, some of these things should be a formality but they aren’t officially sorted yet, they need to get out and explain a lot more detail and start RNS some fundamental basics.

Or it will continue to look like they are building a life raft as a back up for something they have/had every confidence in.

Willec, as everyone will tell you in here I’m about as BPC as they come, I’ve spent enormous time researching and getting under the skin of this company and I want it to do well but I’m also not afraid to question them and criticise where I feel it’s needed. What I will say with all this is that something doesn’t seem right, there is more to this than we don’t yet know as it doesn’t make sense from a CERP perspective and I know it looks like BPC are getting the better deal but in all honesty with BPC’s precarious financial position it doesn’t make sense for them either.

It only makes sense if BPC can put the cash it has in the bank into CERP (and other) ventures to create a cash cow. The only way I can logically see that happening is if BPC have a farm-out in the wings and we’ve searched for that for years.

75% is a high bar for approval and the only way I see it not becoming a close call is for a bombshell of good news from BPC close to the vote, the biggest bombshell possible being the farm-out.

Something is not right. All that glitters is not gold.

Qnard, welcome and thanks for the input. I don't doubt there is some good in CERP, my personal problem and what i am trying to understand is how does this greater enlarged company keep the show on the road whilst looking after shareholder interests? i.e. not diluting us to oblivion. If this goes through we'll become an even bigger collection of dreams and promise with the same obstacles to realise them, those being time and money - it's groundhog day for us again. If the merger resulted in us having a bona fide revenue stream that created greater autonomy in the near term then fair enough, but CERP's assets are only marginally ahead of BPC's , certainly in the revenue generating capacity and because of the immature nature of the two companies , the time and money required to develop them, the merger will not see an equal appreciation in MCap and whatever there is to go around is spread thinner. Let it be known we are still expecting a lot more BPC shares to hit to finally fund P#1, it's not a free carry for CERP yet.

And should P#1 be a duster, BPC's shares will tank regardless of CERP or Uruguay license, it provides no real safety net for the PI.

As everyone knows BPC were treading water a couple of years ago and not going anywhere fast and then a master plan was hatched to move us forward where we had to hold our nose and vote for potentially significant share issue authorisation and most of us did our bit to participate in Open Offers. Things were made very clear to us at the time and we all understood the risks with the "unwavering focus" to drill a well in the Bahamas. The CERP deal is therefore another difficult pill to swallow as again it's full of promise and no great substance. The caveat to the above is the following.....

The board also made it very clear that if they were to succeed in a farm-out they would have more funds than that was required to drill a well in the Bahamas and they would look to spend that money in other strategic ways for the company, that is completely fair. This is another very strategic way so we await the farm-out announcement please.

If we get a farm-out and the CLN or Family office investor gets kicked into touch and we come in around the 3+bn share issue mark i'll be happy, it'll have been good business and the board should be commended. But there's a big gaping hole in this plan as i see it at the moment without a farm-out that can only be filled with death spiral share issuing. I hate using that term.

As an earlier CERP holder pointed out, CERP were barely able to cover their own bills so in that respect BPC are again just buying another bucket full of hope with these additional shares, a bucket full of hope that will require more cash and annoyingly, a lot more time to realise the value of, if we're lucky. They may be good quality assets but there's a mountain to climb before understanding how to access that potential yet. Also, as far as we know at the moment we are going to need another load of shares issues, possibly via the CLN, to realise the P#1 objective. On the current known path we are looking at an accretion of shares getting up around another 1.5bn! And with no immediate cash cow in CERP to keep the whole show on the road. I'm not outright against the acquisition of CERP but it simply doesn't make sense on what we know at the moment.

If we were to move on 4 months there would likely be more news flow with regards P#1, a corresponding rise in SP and then an aquisition of CERP would be better value. And what are CERP going to do in 4 months, i don't see them as a compnay who are going to make a significant step change for the better in this climate, they may even become cheaper to obtain.

This is why i strongly believe there is something else we need to know about because as it stands it doesn't figure, for both BPC and CERP holders.

Come on BPC and CERP, spill the beans. It doesn't figure that you are this stupid (some may disagree).

It’s not worth 800 or 900 million more BPC shares. Our needle mover as it stands is the huge potential of Fold B, CERP’s developed production doesn’t make this needle twitch. It only appears to be a life raft for the BPC board at the moment. We never got into this for that sort of play, we’re here for different reasons and most of us know this.

If it’s safe and steady people want then this wasn’t the play for them and we don’t want the brakes being put in our roller coaster now just as we’re going over the final big dip. We want to enjoy it. It’s been on the horizon long enough.

Findme, I originally wrote a sentence or two about how I thought CERP looked a bit amateurish so I know exactly what you mean but I had to delete as I ran out of characters. Maybe this is where some of the value is in this deal, getting proper oil men in to run the job?

PoC, always too positive, never objective enough. I think when this is all done and dusted we will find you fell into the broken clock category. And I have many many zeros at the end of my holding so to add more would break some of the golden rules of investing.

Good luck everyone, my hunch is there will be more news flow around this to clear the picture up and put some tinsel on it, there has to be.

One thing I’d also add, doesn’t the CERP CEO sell this to their shareholders as if it gives them access to BPC money? Whatever we have in the bank must then be getting substituted by another means as we’re counting the dollars as it is, we’re told there is no financial fat and no one is going to get involved in this and take it over 4bn shares in issue on more assets with hope and promise alone. The CERP production as it stands is virtually worthless. The large retail investor base won’t stomach that, we’ll take our existing slice of hope as it stands thank you, we’ve waited long enough so we’ll go for the same P#1 prize minus the proposed 30% dilution please. We need to see the carrot before the EGM or this won’t carry I’d say.

Here’s another question to ponder. How long have BPC & CERP sat on this because of COVID complications given they needed an EGM to get it through?

Time for my 2p.

As with most people i'd say this weeks RNS's have been a little surprising and have definitely raised an eyebrow and required a little stroke of the beard or two. Tuesdays Uruguayan announcement was a little surprising but taken alone in isolation, given the relatively low financial obligations and long time frames, is maybe not a bad piece of business and it does bring another dimension to the business which could have positives as long as it doesn't become a distraction from the main prize, P#1. Which it shouldn't do.

Now, roll on another 52hrs and we get today's curve ball from way left field, which was more than a little surprising. I have now spent a little time looking into it and from what i can see, as it stands, i don't see where the value is for BPC and the company need to get out and explain more. I've watched Mr Potters Proactive interview and quite frankly it was poor, a typical politician type interview, speaks for 10 minutes without actually saying anything of substance, a load of flannel.

Before today i didn't know a lot about CERP and still don't know enough, but in what i see i think they appear a little poor and i don't get the feeling they are a natural bunch of oil men. Also, although they would appear to be actual oil producers it doesn't appear they produce very much, there's one bullet point stating they are targeting 1000+BOPD - i've had cars that leak more. At CERP's stated (gross value of) £20/barrel the math doesn't add up to it being value for BPC i'd say, certainly not worth the 800 - 900m share dilution. Further, it would appear that BPC will now be running this show with a few cursory appointments of CERP people - this is now definitely a distraction!

Now for the 'unless'. We surely now can't be proceeding with any of the share equity funding options for P#1 that are on the table, any further dilution would be outrageous so something else must be going on in the background we don't yet know. I'd take todays deal if it were for 'free' and by 'free' i mean if we hit our previously authorised potential max dilution to get P#1 drilled, which after this would be about there, and we still drill. Two options left would be debt, which is possible because we would actually produce something, albeit tiny. Or, there's a farm-in on the Southern licenses with free carry, which would roughly be to the tune of todays proposal. Debt i don't like and i'll be pretty furious about it if it happens, farm-in from a (super)major i'll accept. BPC's cash funds would then go a long way in T&T and Suriname.

On the face of it i'm not overjoyed with todays announcement and i'd stick with the binary bet on P#1 as it stands. Unless there's there's a (supermajor) sweetener to come i'll be voting no to this deal, as should others i'd say.

As i have always said on this board though, BPC always surprise not long after you feel you've been kicked in the stones by them so i would definitely HOLD at th

...a perfect 10.

I'll take that :-)