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Proposed disposal of interests

9 Sep 2013 07:00

RNS Number : 4758N
Trap Oil Group plc
09 September 2013
 



 

 

 

Trap Oil Group plc

("Trapoil" or the "Company")

 

Proposed disposal of interests in Knockinnon, Lybster and certain

other assets to Caithness Oil Limited

Trapoil (AIM: TRAP), the independent oil and gas exploration, appraisal and production company focused on the UK Continental Shelf ("UKCS") region of the North Sea, announces that it has entered into legally binding Heads of Agreement (the "Agreement") with Caithness Oil Limited ("Caithness Oil"), its parent company, Caithness Petroleum Limited ("Caithness Petroleum") and IGas Energy plc ("IGas").

Under the terms of the Agreement, Trapoil has agreed to enter into certain other definitive legal agreements (the "Legal Agreements") the effect of which will be to dispose of its interests in the Knockinnon and Lybster prospects and certain other assets (together, the "Licence Interests") to Caithness Oil. The Legal Agreements will be conditional on, inter alia, IGas completing its proposed conditional acquisition of the entire issued share capital of Caithness Oil from Caithness Petroleum (the "Acquisition"), details of which were announced separately by IGas today.

The total consideration payable to Trapoil on completion of the Acquisition ("Completion") is US$7.5 million to be satisfied via the allotment or transfer of 4,177,011 fully paid ordinary shares of 10p each in the capital of IGas (the "Consideration Shares"), based on IGas's volume weighted average share price on the 30 dealing days preceding signature of the Agreement. Trapoil has agreed not to dispose of US$4.0 million of the Consideration Shares (equivalent to approximately 2.3 million shares at the prevailing market share price and USD/GBP exchange rate) for a period of three months from the date of allotment or transfer and in the three month period thereafter only in accordance with the reasonable requirements of IGas and its broker. The balance of the Consideration Shares may be sold by the Company following Completion in accordance with certain orderly market provisions set out in the Agreement and through IGas' broker. The net proceeds from any future sale of any of the Consideration Shares will be used by Trapoil for general working capital purposes.

The Licence Interests to be sold under the terms of the Legal Agreements are summarised below:

· Trapoil's 70 per cent. interest in the offshore Knockinnon Sub Area (Licence P.1270, Block 11/24) ("Knockinnon") of which it is currently the operator. The remaining 30 per cent. of Knockinnon is currently held by Caithness Oil.

· Trapoil's 35 per cent. interest in the offshore Lybster Sub Area (Licence P.1270, Block 11/24) ("Lybster"). The remaining 65 per cent. of Lybster is currently held by Caithness Oil which is the operator. For the period ended 31 December 2012, the revenue and loss before taxation attributable to Trapoil's share of Lybster production was approximately £675,000 and £770,000 respectively, after taking account of higher than anticipated maintenance costs and well downtime

· Trapoil's 35 per cent. interest in the onshore blocks under Petroleum Exploration and Development Licence No. PEDL 158 (Blocks ND/1a, ND/2a, ND/12, ND/13a, ND/23a and ND33/a), the remaining 65 per cent. and operatorship of which is currently held by Caithness Oil.

Completion of the proposed disposal will result in a net impairment charge for the Company in respect of the Licence Interests of approximately £9.2 million (at the prevailing USD/GBP exchange rate), reflecting their current aggregate carrying value of approximately £14 million.

Under the terms of the Legal Agreements, Trapoil will also release Caithness Oil from certain obligations due to Trap Oil Limited in respect of the Forse Sub Area (Licence P.1270, Block 11/24) ("Forse").

The Trapoil group's original interests in Knockinnon, Lybster, Forse and PEDL were acquired as part of the Company's acquisition of Reach Oil & Gas Limited as announced previously in July 2011. The current interests reflect certain equity swaps and revised arrangements entered into with Caithness Oil details of which were announced in November 2012.

Mark Groves Gidney, Chief Executive Officer of Trapoil, commented:

"In light of Caithness' anticipated exit from the North Sea region and the fact that they have had limited finances to apply to the development of the Licence Interests, I am pleased that this transaction will, on completion, provide the Company with share consideration to the value of US$7.5 million."

 

Enquiries:

Trap Oil Group plc

 

Mark Groves Gidney, CEO

 

Tel: 0203 170 5586

www.trapoil.com

 

Strand Hanson Limited

James Harris

Matthew Chandler

James Spinney

 

Tel: 0207 409 3494

Mirabaud Securities LLP

Peter Krens

 

Tel: 0207 321 2508

FirstEnergy Capital LLP

Hugh Sanderson

David van Erp

 

Tel: 0207 448 0200

 

Cardew Group

Shan Shan Willenbrock

Lauren Foster

 

Tel: 0207 930 0777

trapoil@cardewgroup.com

**ENDS**

 

 

 

 

 

Notes to editors:

 

· The Trapoil group was created in 2008 by a team of experienced industry executives with a broad range of oil and gas technical, operational and financial expertise and professional skills.

 

· The Company has developed long term relationships with key oil industry partners and major suppliers and consultants including CGG Services (UK) Limited ("CGG") and Applied Drilling Technology International.

 

· Trapoil utilises a research-led, knowledge-based approach to identify and deliver promising exploration and appraisal opportunities, and to this end has secured extensive long-term access to CGG's state of the art 3D seismic database over the majority of the Central North Sea area on negotiated terms. CGG is a leading pure-play geophysical services and equipment provider. Access to such 3D seismic data serves to strengthen the group's ability to create opportunities on both open and held acreage in the UKCS.

 

· IGas (AIM: IGAS) is one of the leading producers of onshore hydrocarbons in the UK and has a current market capitalisation of approximately £216 million. The company explores and develops gas and oil reserves at onshore locations in the northwest of England, north Wales, the East Midlands and southern England.

 

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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