Member Info for JoeSoap

At last it’s almost over the line: not quite the deal that was set out in the Circular and voted on last September, but probably close enough to make little difference in the grand scheme of things given the additional production income, potential interest earned during the period and subsoil use contract spend amendment. And almost one year since the terms of the $88M deal had been agreed between the two parties.

Originally it was “US$4 million shall be paid, in equal monthly instalments of US$1m each, in the 120-day period post-Completion.”, now they say “$5.2 million is then due to be received in equal monthly instalments over a 12 month period commencing 6 months after formal completion.”, which could be later this month, meaning 11 payments of $433,333.33 next year and one Jan 2027.

And as xclusive posted on Advfn [aka Smarty] “A little confused re the $13.8m historic costs as I thought that it would be deducted from the deal but it looks like it's being paid to Caspian over next 4 years ? Does that mean that Caspian retain/pay the historic costs and pay it off or is it additional cash ie they get the $88m eventually ?” It would appear that Caspian cannot transfer the subsoil contract charge and therefore retain responsibility for payment. However, AR had agreed to pay said charge and thus will pay CASP near the due date when CASP pay Kaz.

Perhaps CASP could elucidate as to why the changes were necessary. Then, again…

Has this cleared the blockage that prevented the publication of the 2024 Annual Report? They state “Work can recommence on the audit of the financial statements for the 12 months ended 31 December 2024, which when published is expected to lift the suspension” having previously advised that they would “delay publication of the 2024 financial statements until after completion of the Disposal” which together suggest a further wait until the $7M is paid and operational control is transferred as this is the point of formal completion of the Disposal.

Tick Tock

Mike:

Only those that went last year saw the presentation: it was never uploaded to the website. In fact the presentations page and all presentations, with the exception of the 2022 YE and 2023 Interim, have been expunged.

There were three big, close trades:

20-Jun-25 15:51:41 2.25 922,046 Unknown* 2.00 2.40 20.75k O

20-Jun-25 15:51:12 2.29 500,000 Unknown* 2.00 2.30 11.45k O

20-Jun-25 15:49:59 2.29 500,000 Unknown* 2.00 2.30 11.45k O

All within 2 minutes.

Delayed reporting of the final trade shows the discount for bulk buys, perhaps.

DYOR DYOC

Another RNS hot on the heels of the 'General Update'. Is this breaking news or correcting an oversight in the 'GU'? Is there even any obligation to report on activity at a take-over target?

aiui, there is a Block 8 Contract Area licence, then there are three structure licences, Sholkara structure, renewed; Akkaduk structure, stuck in the system; and Toresay structure to be/being relinquished.

We do not know the work obligations that come with the renewal. However, we knew their intent from the 2023AR:

"On renewal of the licence the two previously producing wells at Block 8, which before they were shut in produced at the rate of 110 bopd, would resume production." and "In 2023 two deep wells were drilled at Block 8. Both wells are now ready for testing once the Block 8 licence is renewed." [P3 & AKD] and "Once the licence is renewed our intention is now to use our G20 workover rig to test these two new wells."

Well P2 is back on production - commenced at the rate of approximately 250 bopd - but no mention of duration.

Well P1 has been perforated across an interval of 3 meters at a depth of 3,400 meters (sic) to allow testing to commence. Is this a historical fact or new activity? It's not in production currently but if there were two previously producing wells at Block 8, then it was once.

Is AB using CTS and the G20 workover rig for this testing? ['CTS owns 4 rigs, being one G50, two G40s, and a G20 workover rig.', although "Two of the Group's four principal rigs are now in storage. A third rig has been identified to work on Deep Well A5 upon receipt of the full production licence at the Airshagyl structure on the BNG Contract Area and the forth (sic) rig is being prepared to drill the 2,660 meter (sic) well planned on the West Shalva contract area referred to above."]

"In 2021, CTS LLP entered into a contract to drill a side-track at Well P1. The contract was completed during 2021 and 2022.", so perhaps this was unfinished activity.

As this activity is all under the current ownership, how was it funded?

The 2024 AR will have a new position on the 2023 status where EPC Munai LLP still had to pay for most of the drilling, despite AB taking >$3M loan. As Casp are actually acquiring Procyon Investments Limited, is there any info on their balance sheet??

Oil trading would have stopped with the sale of the shallows, but by getting Block 8 producing it will be kept active. Also, perhaps overlooked, CTS has seen some success in deep drilling at Block 8, now will P3 flow commercially?

Somm, it seems that you missed the announcement in this RNS,

https://www.lse.co.uk/rns/CASP/completion-of-west-shalva-acquisition-0swkt4fgvzkrn67.html

and then Altynbek Bolatzhan duly trousered his 100m shares on the 23rd April

https://www.lse.co.uk/rns/aim-notice-23042025-482p0uu0taogkzj.html

What you have seen is the tardy update to the CASP website, where AIM rule 26 content is required to be updated twice per year, aiui. Elsewhere you can read that "Current production at the MJF structure is approximately 2,050 bopd..." but there is no requirement to keep updating the whole site, where latest info is to be found in the RNSs.

wrt 2,000,000 shares bought... I think you will find it was a sell. For a long time the brokers have had a pet supplier of shares on hand and willing to balance their trades by the eod at a small premium to the bid price.

HTH

joe

Tyrannosaurus - I think some initial press reports said it was tied to a Kazakh boxer.

Noted the posts over the last few days over at Advfn, and TNN's expected wording re Longstop this am. Think he's probably right...

wrt the hoped for full operational update, (and Awax's dambuster) that may have to wait for the conclusion and the money incoming. They could say the WS rig is on the way/there/setting up with spudding expected this month and they could say they have a plan to re-open the wells at B8 [AR2023 "On renewal of the licence the two previously producing wells at Block 8, which before they were shut in produced at the rate of 110 bopd, would resume production."] and the equipment is being readied.

But a more cautious [see what I did there Mr C?] approach may be required given the strike rate on the 'Expected future events' for 2024 Q3 & Q4 in that 2023AR.

jimo

joe

Noted NN's 25027 post on Advfn and smiled: if only that was the case, unfortunately it is not quite like that 'brain exercise' from what they have shared at the moment.

Consider the statement "There are no profits or losses attributable to West Shalva." Is this the same as 'There are no profit and loss accounts at CS Energy LLP'?

In which case, how was the original subsoil use Contract (5101-УВС) funded? Were there no ongoing admin costs over the period of tenure or to manage the take-over activities?

Regardless, look at the structure of the deal. It may be the case that xxx plc [AB] has hit hard times, but fortunately he has a compassionate uncle who runs an oil company, where his son is the dominant owner, and can help him. Now in exchange for the Contract he will be given shares in 666PLC [CASP:L] with a notional value of $5M [99,206,349 shares]. Said company will now manage all costs involved in honouring the obligations associated with that Contract, starting with drilling one well to a depth of 2,660 meters targeting at least two intervals in the Triassic at an estimated cost of US$3 million, with the G40 rig 'identified for the work and [which] will be transported to the West Shalva Contract Area'.(cf. In the February RNS, status was "is being transported".)

In the anticipated success case, a second $5M is advanced to AB in another equal tranche of shares or cash (his choice), and CASP can proceed to produce oil having funded and complied with any additional needs from the Ministry of Energy. A third and final $5M tranche is payable from the first $5M of revenue from West Shalva, revenue not profit. At the adjacent and more established Shalva field rate of production is believed to be approximately 400 bopd. At $37/b (CASP 2024H1 average) and 400bopd that would be $14.8k per day, for 340 days, add the drilling time and it is a net outflow of cash for CASP for around one year.

Additionally, if a buyer comes forward and it can be completed within 3 years then 50% of any net profit also goes to AB, and if there is no profit, AB still gets his $15M and CASP bears all costs. That's truly a win-win deal. Of course, if there is no oil then AB still has his million CASP shares and didn't have to fund and lose the $3M for the dry well. The true art of deal making guarantees the win-win scenario.

jimo

joe

They are not late until end of June, as demonstrated last year.

However, they may be a little furtive in their updating.

On 4th and 11th March BNG were awarded environmental licences for Елемес Северо-Западный [Elemes North west] and Елемес Южный [Yelemes Field south]. These were then Terminated and on 1st April Absolute Oil Ltd [the NewCo] were awarded same licences.

Just need AR to take over AO now, before the end of the month.

When will CS conclude?

As for the new production licences, with Kaz having exceeded their OPEC+ quota and seeking to get back on schedule this month, production cuts are needed.

https://invezz.com/news/2025/04/01/russia-orders-shutdown-of-kazakhstans-key-oil-export-moorings/

and https://en.orda.kz/kazakh-and-russian-officials-discuss-energy-cooperation-and-oil-transit-5920/

as Toqayev continues to walk the diplomatic tightrope...

https://en.orda.kz/kazakh-and-russian-foreign-ministers-hold-talks-in-almaty-5915/

Interesting times again for CASP as the latest information seeps out.

Although CASP established the NewCo in line with the requirements of the sale, they have still to get the necessary approval to move the two licences to that new company: only now have they submitted the required paperwork to the Kazakh authorities. They also revealed production is capped at 1700b/d, but did not say whether that was a sale condition or a recent licence condition.

The Block 8 situation continues to confuse.

21 November RNS:

As previously announced, the licence renewal for one of the three structures at the Block 8 Contract Area has been received. The licence renewal at the second structure remains with the Kazakh authorities and the Group has decided not to pursue the licence renewal at the third structure.

Having said that they were not taking up the third structure, the word now is it "remains dependent on the receipt of a new licence for the third structure at the Block 8 Contract Area."

And "Appeals to the Kazakh courts to accelerate the process have to date not resulted in the required licence renewal." So appeals, plural, suggesting that they have been unsuccessful at least once and await another result. Didn't they say similar for 3A Best?

Why might they be so unlucky with their applications?

Maybe it's related to this:

https://kz.kursiv.media/en/2024-09-23/kazakhstani-authorities-charge-company-linked-with-caspian-sunrise/

or is it that they keep changing their mind about what they are seeking in the application, just like they do with the rig usage.

Also, the above gives the other 1% to KO, but Mike Kramer over on Advfn suggests its still with Mrs Nygman, either way, it raises the question of whether the production from BNG is the gross volume or just CASP's 99% of it, and whether the 1% holder has been contributing to the exploration thus far or if not, are they on a free carry?

Then there is news of another potential acquisition. Further details to follow...

Finally, there is a statement that the Oil Trader, with that coveted licence, won't be trading from when the shallows conclude until another well starts to flow. AR must be self-sufficient.

jimo

joe

Somm, I did think about it because it seemed unusual don't you think?. Why did they not just conclude at $60M for 50%, which is their valuation and then proceed on a 50/50 basis as the costs arise? So I concluded that they had jointly evaluated the work needed to get to a Kaz approved production point and that it fell short by about $25M, so they both agreed to commit to a further $12.5M to get it to fly past Kaz.

Further spend being very likely.

Somm, you're not forgetting that once they have 50% there will need to be agreement on a work plan and that they will also have to put up 50% of any further development costs, are you?

Somm, the reason that the AR deal has to conclude first, is that they are not trying to upset the existing AR shallows deal. It has precedent, and AR are not going to go ahead if someone has just grabbed half of it. If it does conclude, then $72.5M is no longer on the table.

As for what is in BNG, this is from the circular:

"BNG" means BNG Ltd LLP, the Kazakh registered

entity in which the Group holds a 99%

interest and which holds the licences

for the BNG Contract Area

Why would they put Block 8 or WS into that group?

Hence my "Hope they remove the shallows cash from BNG Ltd LLP before signing over 50%!"

Just to add, given that they have established $72.5M as the 50% 'deal', there is every likelihood that the draft Yelemes reserves has been shared, but its not for our eyes until it has been accepted.

unc, that is not what the RNS suggests at all. It is 50% of BNG, not 50% of CASP:L. Just as they proposed 50% sale of the boat, but it fell through.

That is not to say that longer term things will not change, but this is, imo, reverting to a similar structure that existed with Baverstock, only not so convoluted.

jimo

joe

Earlier [24 Feb 2025 17:48] Smarty had said "As per Clive’s statement, he will be updating on several matters not just the AR deal. We’re all in the dark and next update could be good, bad or indifferent. I’d have thought that the AR deal would’ve closed by now, especially as our Clive stated it was imminent. We have 3 options, dead, delay or renegotiate. If it doesn’t complete by this Friday which is very likely, all investors need to have total transparency as to why. "

Having had the WS update, we could have expected a further delay.

The wording of the 5th November RNS was "change of control consent required for the completion of the acquisition of CS Energy LLP, ... has been granted by the Kazakh authorities.

Accordingly, the Company is moving ahead to complete the Acquisition on the terms previously announced and summarised below."

There was no detail of the outstanding activities needed 'to move ahead to complete'. Specifically no mention of the Anti-Monopoly approval just received, nor 'the re-registration of CS Energy LLP, which is expected to take up to a further two months to finalise and following which we could formally complete the acquisition'. Completion and payment (in new shares) would then be about 6 months after the November green light RNS.

There were a lot of conditions for AR, and, tbf, included 'relevant antimonopoly and governmental consents in Kazakhstan', as well as c$50M debt funding.

Casp for their part have created a NewCo. [Absolute Oil Ltd with 9,735,658 shares, each with a nominal value of 1000KZT (US$2), all held by BNG Ltd.]

Using CS as a template, it is reasonable to assume AR have their change of control approval as they received their antimonopoly permit from The Agency for Protection and Development of Competition of the Republic of Kazakhstan on 17th February. Are they now in the final (expected) 2 month countdown for the re-registration of two production licences? Or is that only due to bundling CS into the UAE assets? Is it possible that AR could close out in those 10 working days?

After yesterdays RNS, prepare to be surprised.

jimo

joe

CASP have given no information on the progress of the BNG licence application, or an explanation of why they were so late in their application and what benefits may accrue by changing from renewal (and future full production licences) to immediate full production application when they had patently failed to complete the activities that they said were needed before they could apply. The RNS lacks clarity in that regard, but it does say that "the associated formal Kazakh Geological Committee confirmations of the submitted deep structure reserve estimates." So, past tense, submitted and plural, estimates. There is a completed second 'CPR'.

Although some cash will be required to get the wells flowing, it is unlikely that they foresee $85M of drilling. Therefore they are planning infrastructure, and giving the Ministry assurances that they have access to necessary funds to enable production when licenced. In particular they may be looking at gas pipes to comply with the 100% gas utilisation requirement: 'no flaring'. Without an export route the volume of oil may be constrained to the volume of gas used in production, by generators for example.

Some may remember that they had previously suggested a railroad or pipeline for the volume of oil, but that was before flaring was restricted. Perhaps it is still on the cards...

And as it is 'non-binding' it could be binned should a better offer appear when they get the well to flow commercially. Hope they remove the shallows cash from BNG Ltd LLP before signing over 50%!

jimo

joe

We are surely nearer the next update than the last; but will somm accept he is incorrect before that RNS??

"Dividends

The Board of Caspian Sunrise is pleased to announce that the Company's February dividend, its fourth monthly dividend, will again total £1 million (approximately $1.20 million) and will be paid as follows:

Dividend: 0.0444 pence/share

Ex-Dividend Date: 2 March 2023

Record Date: 3 March 2023

Payment Date: 23 March 2023"

HTH

joe

Noted the FTSE 250 comments on here. @RickEngland: the 350 is the same companies as the 100 + the 250, so out of the 250/350 is the same thing, and into the FTSE SmallCap. @knot: don't know where you get your dates from, this link has 4th and 24th December in accord with the Russell guide lines leaving many trading days for the Trackers to adjust. Probably need a SP above 255 to stay in, but its a dynamic ranking so not possible to be definitive.

https://www.stockchallenge.co.uk/ftse.php

HTH

joe

Another RNS that leaves more out than it puts in.

Positives are that there is progress, the transfer can occur at the same price as originally touted, and they are preparing to drill an initial exploratory well in Q1 2025 .

However, the imponderabilia leaves much to be desired.

There is no indication of a timeline nor is the necessary activity identified in order to conclude the transfer and issue that first tranche of shares that takes the Concert Party over 50%.

CC uses the phrase "continuity of production". [Continuity is the state of continuing for a long period of time without being changed or stopped.] So is he saying the success case is needed before they conclude the sale? The sale price already has to be in question as the delays mean that Casp will have benefitted from the continued production, and Absolute Resources will have missed their expected income as well as the interest on their $14M, so further delay may not be solely due to the Kaz Authorities.

jimo

joe

PS The NewCo was set up by Talgat Kuzbakov (Casp's short term CFO) as Absolute Oil Ltd., on 18 September, number 240940900632.

DM, we are accustomed to the protracted licence transfer procedures, but the whole structure of the deal is somewhat different to that usually seen in company sales and that may be due to the fact that CASP are selling their main income stream and only oil stream.

Previously they have advised that the company has only been kept going by the forward selling of that oil. Now with $US3.4 million advanced at 30 June 2024 and a (rapidly) declining production rate, there may be a need to repatriate those advances. Furthermore the bank loan may be secured on those producing properties and therefore become immediately repayable. [BORROWINGS Six months ended 30 June 2024 US$'000 - Bank loans 8,692] Well, well 3.4 + 8.6 = 12.

HTH DYOR DYOC.

jimo

joe

PS Anybody seen the NewCo on the Astana International Finance Centre website?

Yet another update that raises more questions than it provides answers.

Smarty, noted your comment earlier, "As I've been saying for sometime it's all about the license renewals, ask them if they expect the 25 year BNG licenses to be given before the 12 month extension expires.", and the latest on ADVFN, "Key questions are the licences and their renewal. We can’t test 803 or B8 without them or do any remedial work on the BNG deeps."

This is the RNS, "The joint appraisal licence for the Airshagyl and Yelemes Deep structures expired inAugust 2024 but has been extended for up to 12 months to allow the applications for separate 25 year full production licences to be considered. Until the licences have been awarded no further work at either the Airshagyl or Yelemes Deep structures is permitted."

It would seem that there is a problem with finding a way out of this circular burocratic requirement.

If they have the appraisal extension but cannot work, then how will they be in a position to submit a Yelemes Deep production licence application without a reserves assessment of the pre-salt deeps (which needed completion of 803 to TD) or adequate knowledge of the new 803 field or puddle. aiui, (from what they have previously told us) exploration stops when the Production Licence is awarded so if there is a meaningful amount of oil above the salt cap it would be a third find in the BNG deeps, and require three Production Licences! But, at least the rigs are available for hire...

But they have also disclosed that at 3AB the licence cannot be renewed without the payment of outstanding social obligations. Previously they have said "Under the terms of the Sale and Purchase Agreement (“SPA”) for 3A Best, the three vendors provided indemnities that obligations related to the period prior to acquisition would be reimbursed. Judgement has been applied in assessing the recoverability of the indemnity receivables, which included assessment of the terms of the SPA, confirmations received from the vendors and assessments of the ability to meet such payments. The Directors, while still seeking full recovery, have made a provision for 67% of the amounts due on the expected credit losses as at 31 December 2023 (2022: 67%) leaving a balance of US$ 1,275,000 (2022: US$ 1,275,000) in other receivables (note 16)." One of the vendors was KO...

And now suddenly one of the B8 licences is not worth pursuing.

Good luck getting any coherent answers to further questions.

DaisyDo, maybe they have.

If you look at the timeline, the GM date was set; the US$12 million within 5 business days following the signing of the Heads of Terms, and the non-appearance of the circular until sometime yesterday.

The significance? The voting resolutions and voting instructions have to be released 14 clear days before the GM. Today was the last day therefore to publish or the meeting would need to be deferred, setting the advance payment date to yesterday meant that they knew the deal would now be on, and that the vote was needed.

jimo

joe

Of course, it could just be coincidence rather than engineered ;-)