Each one in plain English, with the numbers worked through for a shareholder.
30 Sept 2021capital raising announcement● Neutral
Of the $8.2m placement, $5.725m has settled with 220,192,320 shares and 73,397,439 options issued. The balance, including the $1.6m needing shareholder approval, comes after the November AGM.
What it means for a shareholder
220m new shares at about A$0.026 to raise about A$5.7m. That's 12% dilution: every existing holder's slice gets 12% smaller. If you held A$1,000 of shares (38,462 at the issue price), your slice goes from 0.00235% to 0.00207% of the company. To keep it you'd need 5,172 more shares - about A$134 at the issue price.
Armour raised $8.2m in a placement at 2.6c, a 21% discount, with one free 5c option per three shares. $1.6m, including DGR's commitment, needs shareholder approval. Funds go to demerger costs, tenure compliance, plant upkeep and note payments.
Armour will re-stimulate Warroon 1 from mid-October 2021 after the November 2020 frac failed from a gel problem, now in dispute with the contractor. A private investor funds the roughly $700k cost for 50% of incremental revenue over six years. Mediation with the contractor has failed so far.
Jeff Schrull, formerly Beach Energy's exploration head, is named CEO-elect of McArthur Oil & Gas from 6 September 2021. This fills the full-time CEO role flagged on 4 August; Andrew Logan was interim.
Armour updated the McArthur demerger, now targeting an IPO in the December 2021 quarter with a prospectus early that quarter. A briefing cites 4.6 Tcf conventional and 28.1 Tcf unconventional prospective resources. Shareholder vote, tax ruling and financier consents are still needed.
Force majeure on the Uganda Kanywataba licence is lifted and a 100 km infill 2D seismic survey will restart, taking about three months. The licence term, due to expire 13 September 2021, extends into 2022 or 2023, resolving the expiry thread. Armour's share is 16.82%.
DGR Global's release repeats Armour's news that Uganda force majeure is lifted and 2D seismic resumes. DGR holds the 83.18% beneficial interest, Armour 16.82%. No new information.
The NT government approved transfer of Armour's Northern Territory exploration permits (six granted, 52,592 km2, all 100%) into McArthur NT Pty Ltd. This resolves the pending permit-transfer approval; approval to place McArthur Oil & Gas above that subsidiary is still expected.
Armour named the proposed board and management for the McArthur Oil & Gas demerger, with Greg Martin as independent chair and Andrew Logan as interim CEO. Brad Lingo joins as a transitional director; a full-time CEO is still being recruited.
June quarter: revenue $4.4m, gas 5.7 TJ/d, plus 124.1 bbl/d oil and condensate. Ripple sale completed for $0.7m. Armour is pursuing its frac contractor over the 3-well programme's production outcome. Demerger preparation continues; the NT permit transfer awaits government approval.
The 20,000 km2 NT airborne survey is complete, ahead of schedule and within budget, run on behalf of McArthur Oil & Gas. Initial processed data is due within a month, to rank the 193 leads. No findings are reported yet.
Noteholders approved the amendments for the McArthur demerger with over 80% in favour against 75% needed, subject to finalising documents. Resolves the 14 July request. Proceeds from the Northern Basin sale are to retire note debt after the IPO.
Armour asked noteholders to approve further amendments permitting the McArthur demerger and IPO, up to $10m of subordinated unsecured notes, and escrow accounts for the roughly $40m consideration. 75% by value is needed, voting closes 23 July. If refused, the demerger will not proceed as planned.
PESA Deal Day presentation seeking farm-in partners for Cooper Basin permits PEL 112 and 444 and Surat Basin Riverside and Kincora 3D seismic. Cites 5 to 10 mmbbl best-estimate for PEL 112 and a Riverside P10 of 19 Bcf. These are undiscovered estimates.
Olivia Versace joins as Joint Company Secretary and Mark Greenwood, ex-Santos, as Chief Commercial Officer. Karl Schlobohm, Company Secretary since 2009, will retire from the role in the coming months.
Cover letter attaching the notice to shareholders for a general meeting on 11 June 2021 in Brisbane, with voting by poll and proxies encouraged. The agenda is not in this extract, so it is not confirmed that it covers the $2.7m placement approval.
Armour engaged Pinemont to fly a roughly 20,000 km2 airborne survey over its NT permits (EP171, 174, 176, 190, 191, EP(A)193), starting early July 2021 and taking about 35 days. Results are due from September; it aims to rank the 193 known leads.
DGR Global reports Auburn has completed buying Armour's Ripple Resources for 5.6m Auburn shares, leaving Armour with about 12.5% of Auburn. Armour's hydrocarbon access rights are preserved. Repeats Armour's own completion notice of the same day.
10 May 2021asset acquisition disposition● NeutralMajor
Armour completed the sale of Ripple Resources to unlisted Auburn for 5.6m Auburn shares, about 12.5% of Auburn. It becomes a passive investment and lets management focus on core oil and gas. Completes the 12 March agreement.
Armour corrected its December 2020 and March 2021 quarterly reports: liquids were wrongly converted into petajoule equivalents in total production and sales volumes, and average price is now a weighted $/GJe. Revenue, debt, by-product figures and Appendix 5B cash flows are unchanged.
March quarter: revenue $4.5m, gas averaging 6.3 TJ/d, debt down to $42.4m (from $49.3m). Restates the $11.5m raise, the Santos sale and the McArthur demerger plan. Mostly known items.
Independent estimate (NSAI) puts McArthur Basin prospective resources at about 33 Tcf best estimate, with conventional prospective up to 4.6 Tcf and contingent resource 53 Bcf (3C). Supports the planned McArthur Oil & Gas demerger and IPO of $65m; gas sales are targeted from late 2022.
Noteholders approved the covenant amendments, with 85% by value in favour against 75% needed. Documentation is due 6 April. This resolves the 23 March request and removes the covenant-breach risk Armour flagged for 31 March.
Unlisted employee options (2.55m at 19.5c, 2.55m at 34.5c, 1.65m at 49.5c) expired unexercised. Capital structure now 1,525,739,334 shares and 459,681,077 listed 5c options, after the March placement.
Armour asked noteholders to relax covenants so the McArthur demerger can proceed, citing lower-than-expected uplift from the late 2020 work programme. Without approval it may breach covenants at 31 March, which could force note redemption. Needs 75% by value; vote closes 29 March.
Re-release of the 23 March noteholder amendment notice with the notice attached. Same request: relax covenants, extend the $6.8m bonding facility to 30 September 2021, 75% approval needed. No new substance.
Capital raising presentation accompanying the $11.5m placement, repeating the 'Primed for growth & focused on delivery' themes. Extract shows disclaimers and headings only, with no new figures.
18 Mar 2021capital raising announcement● NeutralMajor
Armour raised $11.5m via placement at 3.5c, a 12.5% discount, with one free 5c option per four shares. $8.8m is immediate; $2.7m needs shareholder approval and includes directors and DGR. Funds the McArthur demerger costs, Kincora work and note payments.
Half-year to 31 Dec 2020: sales revenue $8.5m (down from $11.0m), Kincora gas averaging 6.4 TJ/d (8.0 prior year). Debt cut $7.5m, including $5.3m accelerated amortisation from asset deals. Highlights repeat known Santos, Oilex and stimulation news.