22 Feb 2010business combination● Neutral
Orion's independent directors criticise the Octanex bid as conditional and priced below the market (7.25c against 7.8c). They plan to adjourn their general meeting on the merger again to 26 February 2010.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
18 Feb 2010business combination▼ BadMajor
Octanex, holding 7.1% of Orion and 3.4% of Gas2Grid, announces a conditional bid for Orion at 1 Octanex share per 6 Orion shares (about 7.25c) and opposes the Gas2Grid merger. It cites Gas2Grid's $969,000 cash at 31 December 2009. This threatens the merger.
10 Feb 2010business combination● Neutral
Grant Thornton and its specialist say they see no reason to withdraw or amend their expert report after the challenging letters. A shareholder letter is circulated, and the revised timetable has meetings on 24 February and court hearing 3 March 2010.
29 Jan 2010quarterly activities report● Neutral
December quarter: Cebu workover began in December with initial gas flows, and seismic is planned to start February 2010. The France survey is complete and EP 453 farmout is planned. The merger votes are delayed to 23-24 February.
28 Jan 2010other● Neutral
The Gas2Grid share and option scheme meetings were formally adjourned to 24 February 2010, as foreshadowed on 25 January. No new information; more will be released before they reconvene.
25 Jan 2010business combination● Neutral
Orion's copy of the joint announcement: meetings to be adjourned to 23 and 24 February 2010 while experts respond to a shareholder lawyer's letters. Duplicate; nothing new.
25 Jan 2010business combination▼ BadMajor
Independent experts received letters from a lawyer for undisclosed shareholders of both companies challenging their reports. The Orion and Gas2Grid meetings will be opened then adjourned to 23 and 24 February 2010, delaying the merger vote.
19 Jan 2010drilling result▲ Good
The aero-gravity survey over the 50%-owned St Griede permit in France is complete, covering 4,951 line km across 1,238 km2, with partner Flow Energy (formerly Gippsland Offshore). Final data is expected by end of Q1 2010. It completes the survey under way in the prior context; no drilling result.
7 Jan 2010admin correction● Neutral
Cover note to the scheme booklet, which was despatched 23 December 2009. It corrects the last day of trading to 4 February 2010 (not 3 February) and says the proxy form is not personalised.
21 Dec 2009business combination● Neutral
Full scheme booklet for the Orion merger (1 Orion share per 2.25 Gas2Grid shares). Independent expert Grant Thornton found it in shareholders' best interests; non-conflicted directors recommend a yes vote absent a superior offer. Meetings 28 January 2010; implementation indicated 16 February.
21 Dec 2009business combination● Neutral
The scheme booklet for the Orion merger is registered with ASIC and being mailed. The Gas2Grid scheme meetings remain set for 28 January 2010. Administrative step; no new terms in the text.
18 Dec 2009business combination● Neutral
The Federal Court ordered Gas2Grid share and option holder meetings on the Orion schemes for 28 January 2010. Orion shareholders meet on 27 January. The scheme booklet is due to be sent next week.
15 Dec 2009drilling progress report● Neutral
The Malolos-1 workover has begun, with gas briefly flowing from the tubing and annulus (1 minute and about 14 minutes). The aim is a sustained gas flow, with swabbing over the next few weeks. Remediation and a long test are planned for Q1 2010. No sustained flow yet.
27 Nov 2009other● Neutral
Chairman's AGM address: the Cebu workover is due to start next month, the France survey is under way, and EP 453 is to be farmed out. Repeats the Orion merger terms. Orion shareholders must also approve its acquisition of Morton's Gas2Grid shares.
27 Nov 2009investor presentation● Neutral
Orion's AGM presentation on the merger. At Orion's 13.8c price the offer values Gas2Grid shares at 6.1c. About 81.4m Orion shares would be issued; the combined group would have $13.5m cash. Gas2Grid vote is targeted for late January 2010 and trading as Orion from 15 February 2010.
5 Nov 2009business combination● Neutral
Orion's release of the same joint announcement: recommended schemes at 1 Orion share per 2.25 Gas2Grid shares, with meetings likely in January 2010. Duplicate of the Gas2Grid release; nothing new.
5 Nov 2009business combination● NeutralMajor
Gas2Grid signs a Merger Implementation Agreement with Orion: schemes of arrangement give 1 Orion share per 2.25 Gas2Grid shares, and 1 Orion option per 2.25 options. Unanimously recommended by non-conflicted directors absent a superior offer. Meetings are likely January 2010, subject to due diligence and court approval.
29 Oct 2009quarterly activities report● Neutral
September quarter: the Cebu workover is delayed again to November/December 2009, and the France survey to November. EP 453 licence terms were varied. Also covers the board changes and the Orion merger talks at 1 for 2.25.
26 Oct 2009annual report● Neutral
2009 annual report: no drilling in the past year; the Cebu workover is expected late 2009 and EP 453 drilling is to be funded by farmout. It restates the roughly $1.2m rights issue and $1.065m placement. AGM set for 27 November 2009. Text is truncated.
15 Oct 2009business combination● Neutral
Orion's copy of the joint announcement: preliminary talks on a change in control with Gas2Grid at 1 Orion share per 2.25 Gas2Grid shares. Re-release of the same information; nothing new.
15 Oct 2009business combination● NeutralMajor
Orion Petroleum and Gas2Grid jointly confirmed preliminary negotiations on a possible change in control, discussed on the basis of 1 Orion share for every 2.25 Gas2Grid shares. Structure and pricing were not settled, and Russell Langusch, formerly a Gas2Grid director, was Orion's listed contact.
9 Oct 2009director officer appointment● Neutral
Patrick Sam Yue, an accountant with past roles at Eastern Star Gas and Beach Petroleum, joins as a non-executive director. Russell Langusch retires to become Managing Director of Orion Petroleum. The board is now Munns, Morton and Sam Yue.
6 Oct 2009drilling progress report▼ Bad
The Cebu workover of Malolos-1 and Nuevo Malolos-1 slips again, now aimed to start by November, blamed on equipment delays and a typhoon. A GPS road survey for seismic is done; 100 km of seismic is now planned for early 2010. France gravity survey awarded to Bell Geospace.
2 Sept 2009investor presentation● Neutral
Good Oil Conference presentation, September 2009: 177.2m shares, $0.06 price, $10.6m market cap, $1.9m cash. Repeats the Cebu workover, 100 km seismic and 2010 appraisal well plans, with results targeted by year-end. Mostly known facts.
31 July 2009quarterly activities report● Neutral
June quarter: the $1.07m placement is the main event. The Cebu workover is still awaiting DOE approval and is now expected from late August. The St Griede gravity survey starts in October, and EP 453 seismic is being interpreted ahead of a planned farmout.
7 July 2009capital raising announcement▲ GoodMajor
Placement of 21.3m shares at 5 cents raised $1,065,750 from qualified investors, using up the remaining 15% placement capacity. Funds go to the Cebu workovers and seismic, the St Griede gravity survey, EP 453 and new ventures.
What it means for a shareholder
21.3m new shares at A$0.050 to raise about A$1.1m. That's 12% dilution: every existing holder's slice gets 12% smaller. If you held A$1,000 of shares (20,000 at the issue price), your slice goes from 0.0128% to 0.0113% of the company. To keep it you'd need 2,732 more shares - about A$137 at the issue price.
Create a free account to see this worked out for your own holding.
1 July 2009drilling progress report▲ Good
The Cebu workover of Malolos-1 and Nuevo Malolos-1 has begun, with equipment being imported and completion now aimed at end of August 2009. Reprocessed seismic identified a new limestone reef prospect near Malolos. Seismic is planned for early 2010.
29 Apr 2009quarterly activities report▼ BadMajor
March quarter: the company will withdraw from the NZ PEP 38260 permit, following the dry Kate-1. The Cebu workover completion has slipped to end of Q3 2009. Directors did not place the rights issue shortfall, and salaries and fees are being minimised to preserve cash.
21 Apr 2009regulatory community update▲ GoodMajor
The Philippine DOE approved the SC44 variation. Workovers on both Cebu wells are due by end June 2009 and 100 km of seismic by December 2009, then one new well by June 2010 and two by December 2010. This resolves the overdue end-2008 well commitment.
11 Mar 2009investor presentation● Neutral
March 2009 update: 154.1m shares, price $0.03, market cap $4.6m, cash $1.5m. The Cebu workover slips to first half 2009 at $0.1m-$1.5m, with seismic and an appraisal well pushed to Q4 2009. Morton is now shown at 17.7%.