Investor Briefing - Agenda Summary Lindsay MacAlister Merger Terms Rationale and Benefits of Merger for Orogen Rationale and Benefits of Merger for Oil Search Trevor Kennedy/ Profile of Merged Company Peter Botten Board and…
Summary The Boards of Orogen Minerals Limited and Oil Search Limited announce a proposed merger of the two companies Merger will create a significantly enlarged upstream oil and gas company Merger will be effected by way of Scheme…
Merger Terms Consideration Offered Proposed merger to be effected through a Scheme of Arrangement in Orogen For each share in Orogen, shareholders receive: A0.45 cash (to be distributed by capital return) 1.2 Oil Search ordinary…
Rationale and Benefits of Merger for Orogen Despite outstanding operating and financial achievements since listing, Orogens share price has failed to match this performance Profit and Cash Flow Cash Balance* US160m A4.50 US100m…
Rationale and Benefits of Merger for Orogen Merger offers shareholders best way to unlock value Merger provides shareholders an immediate opportunity to unlock a higher value for their investment Value of merger terms of A1.97*…
Rationale and Benefits of Merger for Orogen Shareholders can retain exposure to PNG oil and gas sector Expanded Oil Search has attractive investment attributes Reserves and production more than double Orogen stand-alone…
Oil Search Limited Trevor Kennedy - Chairman Peter Botten - Managing Director OIL SEARCH LIMITED
Rationale and Benefits of Merger for Oil Search Attractive Value for Oil Search Shareholders Merger terms reflect value for Oil Search shareholders based on Access to additional reserves of oil and gas Strong EPS accretion (even…
Rationale and Benefits of Merger for Oil Search Improved Financial Position Strong balance sheet / low gearing Pro forma net debt as at Dec 31 2001 of approx A320m* compared to aggregate market capitalisation of A1.4 billion Solid…
Rationale and Benefits of Merger for Oil Search Better Able to Influence Investment in Key PNG Assets Majority interests in key production and exploration areas provides greater ability to drive investment and maximise value…
Rationale and Benefits of Merger for Oil Search Increased Market Cap and Likely Liquidity Benefits Consolidates position as ASXs 3rd largest E&P Ranks comfortably within ASX Top 100 Current split of investors across two…
Rationale and Benefits of Merger for Oil Search Market Cap (Relative to Peers) Am 1,600 1,400 1,200 1,000 800 600 400 200 0 Enlarged Oil Oil Search Orogen Novus Tap Oil Roc Oil Search OIL SEARCH LIMITED
Profile of the Merged Company Overview One of the regions largest independent oil and gas companies PNGs largest listed company - will be a major local operator with developing operating skills Attractive asset combination…
Profile of the Merged Company Substantial Equities in all Projects OSH OML Merged Kutubu 27.1% 25.4% 52.5% Moran PDL2 27.1% 25.4% 52.5% Moran PDL5(1) 52.5% - 52.5% SE Gobe 20.5% 24.5% 45.0% Gobe Main 27.1% 30.2% 57.3% Hides…
Profile of the Merged Company Strong Reserve Position(1) (mmboe) O SH OM L M erged K utubu / S E 19 7 26 M ananda M oran 34 7 41 S E G obe / G obe 7 7 14 M ain H ides (G TE ) 20 - 20 80 21 101 G as P roject 283 123 406 O ther…
Profile of the Merged Company Strong Production Relative to Peers* (Year to 30 June 2001, excl WPL and STO) mmboe 14 12 10 8 6 4 2 0 Enlarged Oil Novus Oil Orogen Roc Oil Tap Oil Search Search * Source: Company…
Profile of the Merged Company Attractive Development and Exploration Prospects Development Exploration 37% of Gas Project Large equity holdings in key exploration permits Majority interest in Central Moran Immediate activity via…
Board and Management The Board will consist of 5 existing members of the Oil Search Board Messrs Martin Kriewaldt and Clive Hildebrand invited to join from Orogen Board 1 PNG Government nominee to be invited to join Trevor…
State Support State has indicated support for transaction, subject to final NEC approval, no material adverse change, and in the absence of any higher offer Intends to continue to hold its investment in the merged company to…
Orogens Option Agreement Consequence of legislation will result in cancellation of Option Agreement with no payment of compensation Orogen regards merger terms as sufficiently attractive such that the merger should be recommended…
Merger Process Indicative timetable* Court hearing to convene Orogen EGM: February Documents despatched: approx one week after (incl Grant Samuel report) Court hearing Orogen EGM: March Court hearing to confirm Scheme: March…
Merger Process Key Conditions of the Merger Orogen shareholder approval (75% of shares voting) PNG Court approval No material adverse change or prescribed occurrence in either company PNG Central Bank and regulatory approvals…
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