Each one in plain English, with the numbers worked through for a shareholder.
16 Dec 2014business combination▼ Bad
Peak confirms it has withdrawn its court application and the schemes will not proceed, saying they cannot be completed in the time left. Octanex has lent Peak a net $1,887,159 and will amend the loan so it is not immediately repayable. Duplicates Octanex's own announcement.
The Peak merger is terminated: Peak withdrew its court application after Octanex refused to extend the 31 December 2014 end date or lend more. Octanex has advanced net $1,887,159 to Peak, which it will not call immediately and will seek to recover through orderly repayment.
Octanex signed definitive agreements with SIP on the October terms: a US$12m bridge loan to 31 March 2015 at 8%, US$5m for 40,332,663 shares and US$12m convertible notes, secured over Octanex Pte Ltd shares. Share and note issue needs shareholder approval. Management says Ophir is now fully funded.
Chairman's AGM address recaps the year: the Matuku-1 dry hole, Cornea lease, Ophir contract and SIP funding. Octanex has advanced Peak a further $2 million, and a South Block A well is planned for the first half of 2015. Also says interests in PEPs 53473 and 52593 were relinquished.
AGM presentation repeats the shift to a full-cycle producer. It gives cash of about $4m at 30 September 2014, a market cap of about $15m, the SIP terms, Ophir first oil in Q4 2015 and a Cornea production test well in 2018. Nothing new.
All AGM resolutions passed, including director elections, the 10% placement capacity and option grants. Resolution 15, cancelling the trustee shares for no consideration, was withdrawn by the chairman. Routine meeting outcome.
September quarter report: Ophir development activities began and its bank financing was approved, and SIP investment terms were reached. Cornea contingent oil resource is 7.9-101.9 million barrels (Octanex share 1.48-19.11 million). Mostly previously reported.
Chairman's review letter to shareholders, a duplicate of the chairman's review already in the annual report. It restates the strategy shift, Ophir, Cornea and the Peak merger. No new information.
30 Oct 2014capital raising announcement▲ GoodMajor
Octanex signed non-binding term sheets with Sabah International Petroleum (SIP): 40,332,663 shares for US$5m (about A$0.14), US$12m convertible notes, and a US$12m bridge loan to 31 March 2015. SIP gets two board seats and 21% of listed shares. Needs shareholder approval.
The 2014 Annual Report chairman's review covered the shift toward development assets, the Ophir contract award and finance, and the Cornea retention lease. It said Winchester-1 was a discovery too small to develop economically, Palta-1 found no commercial hydrocarbons, Matuku-1 was unsuccessful, and it noted the proposed Peak merger.
Notice of the 28 November 2014 AGM. Items include re-electing Menzies, electing new director Raewyn Clark, a 10% placement capacity, and option grants of 500,000 each to three non-executive directors and 1,000,000 to Clark at 15.34 cents. Administrative.
Raewyn Clark, Octanex's Commercial Manager for two years, is appointed director and Chief Operating Officer, lifting the board to five. The release credits her with the Ophir investment and financing.
Year to 30 June 2014 shows a loss of $3,445,907, including an $11,757,478 pre-tax impairment of exploration assets, against a $177,022 loss in 2013. The year's investments were Ophir Production and Peak Oil & Gas.
PEP 53473 (Takapou, formerly Kokako) has been returned to the Crown after the partners chose not to commit to a well due by March 2016. Octanex held 50% with NZOG as operator. Ends that permit and its farmout thread.
Following ASX enquiries, Peak set out the merger conditions: Peak holds 75% of Renco Elang Energy, which has 51% of South Block A, and the scheme depends on that contract staying in good standing. Mostly restates known terms.
The Peak-Cadco settlement was terminated after Cadco failed to pay the $6.7m, and arbitration resumes. Octanex's loan to Peak is not repaid, and the merger stays at 1 Octanex share per 24 Peak shares, with the bonus still conditional.
June quarter report: Ophir risk service contract awarded (Octanex 50% of the joint venture), WA-54-R granted, Bonaparte farmout launched, Mohua 2D acquired, Peak implementation agreement signed. WA-422-P and WA-342-P are being surrendered. Mostly previously reported.
Peak announced a conditional Cadlao settlement paying about $6.7m. If completed, Peak would repay Octanex's $1.1m loan, and the merger terms would become 1 Octanex share per 12 Peak shares including the bonus. Still conditional.
Octanex's 50%-owned Ophir joint venture accepted up to US$118.76m of bank loans for the Ophir field offshore Malaysia, covering 75% of the US$135m development; first oil is expected December 2015. Octanex gave a proportionate corporate guarantee. Adds a contingent liability.
The EP 487 flora and fauna survey finished 20 June 2014. Oil Basins is in an unresolved dispute with Backreef and its proposed assignee Buru over costs and the permit's future, and cites the $1.75m Octanex transaction. Octanex's JVOA and registration remain open.
Operator Oil Basins says it is about to start a flora and fauna survey ahead of 500 line km of 2D seismic on EP 487, the Derby permit Octanex is buying 25% of. Oil Basins will fund the survey in the interim. First work on the permit.
Octanex set up a Directors Share Savings Plan: between 20% and 100% of a director's fee is used to buy existing Octanex shares, held at least six months. Administrative; no new shares are issued.
Details of Octanex's loan to Peak: monthly drawdowns, interest at NAB overdraft rate plus 2%, secured by a charge over Peak's assets, covering Peak to end-2014. ASX granted a Listing Rule 10.1 waiver. If the scheme fails, Peak must repay Octanex.
Octanex signed an Implementation Agreement for Peak to merge into it by scheme: 1 Octanex share per 24 Peak shares, plus a further 1 per 24 bonus if the Cadlao dispute is resolved. A loan funds Peak to end-2014. Turns the proposed merger into a binding step.
Peak's own release of the Implementation Agreement with Octanex: 1 Octanex share per 24 Peak shares, plus a contingent further 1 per 24 tied to the Cadlao dispute. Octanex funds Peak's budget to end-2014. Duplicates Octanex's announcement of the same date.
Enegex, a Cornea joint venture partner (14.875%), repeats the grant of retention lease WA-54-R over about 497 km² for 5 years from 6 May 2014. Octanex holds 18.75%. Studies come first, then a production test well in Year 4. Duplicates the earlier Octanex news.
The Cornea joint venture was granted retention lease WA-54-R over about 497 km² for an initial 5 years from 6 May 2014. Octanex holds 18.75%. The plan is studies, then a production test well in Year 4. This resolves the pending retention lease application.
March quarter report: Matuku-1 completed, Kaka 3D acquired, Derby PEP 487 granted, and Octanex acquired 20.94% of Peak through its underwriting. Santos is reprocessing the Winchester 3D and has sought Year 3 extensions on WA-323-P and 330-P. Mostly previously reported.
The Mohua 2D seismic survey (203.65 km) was acquired in PEP 53537 by 22 April 2014, fulfilling the permit's Year 3 work programme. Octanex holds 35% with OMV as operator. It ties to the Matuku-1 well and targets leads near the Kahurangi Trough.
Petroleum Exploration Permit 487 over the Derby Block has been granted to Oil Basins and Back Reef. Octanex says the native title and grant-terms conditions of its 25% purchase are now satisfied, and the agreement was extended 18 months. Registration and a joint venture agreement are still needed.