Salamander has signed a definitive Share Sale and Purchase Agreement with SONA Petroleum Berhard (SONA) to dispose of an effective 40% working interest in the B8/38 concession containing the Bualuang oil field and the surrounding G4/50 concession, both located in the Gulf of Thailand.
Under the terms of the Transaction SONA will pay a consideration of US$280 million in cash plus working capital adjustments based on the effective date of 1 January 2014. Salamander will pay for the costs associated with the drilling of two exploration wells in the G4/50 concession, up to a cap of US$15 million. A contingent payment of up to US$15 million to be made by SONA to Salamander in the event of a commercial discovery in the G4/50 concession.
Mitsui Oil Exploration Co Ltd (MOECO), from whom Salamander acquired its 100% interest in G4/50, holds back-in rights to up to 50% of the concession while the licence is in its exploration phase. In the event that MOECO exercises its back-in rights, Salamander’s and SONA’s effective working interests will each be diluted in proportion to their ownership in G4/50 (being 60 / 40).
The Transaction remains conditional, amongst other things, on approval by Salamander’s shareholders and SONA receiving regulatory approval from the Securities Commission of Malaysia and approval by its shareholders. The consideration will be met by SONA via existing cash resources and financing arranged with BNP Paribas the final documentation of which is a condition to closing of the Transaction.
James Menzies, CEO of Salamander, commented: “The transaction announced today, represents excellent value for shareholders. Since increasing our stake in the field in 2010, Bualuang has produced over 10 million barrels of oil and generated significant cash flow. This deal demonstrates that during that time, Salamander has more than doubled the value of the field under its stewardship against a flat commodity price.
“Partially crystallising that value now allows us to significantly strengthen the balance sheet and return capital to shareholders while retaining a majority interest in, and operatorship of the field. Meanwhile, we are looking forward to both the continued development of the field and the exploration of the G4/50 concession together with our new partner.”