Acquisition of the Bana Oil Field and Equity Raising 23 October 2019
Section 1 Karoon investment highlights 5
Acquisition of Bana oil field and Equity Raising Karoon to undertake underwritten Equity Raising of approximately A284 million to complete the funding of the Bana acquisition and support future growth initiatives Acquisition of the…
Alignment with corporate strategy The acquisition delivers on Karoons 3 pillar corporate strategy 1 Acquire a high quality cash generating production asset 2 Realise value by developing existing discoveries 3 Exploration…
Bana complements the existing portfolio Bana cash flows are expected to underpin Karoons regional exploration and development opportunities in both the southern Santos Basin and offshore Peru Bana includes a large proven and probable…
Bana asset overview Bana has favourable reservoir characteristics and identified production growth opportunities Asset summary BM-S-40 Concession Concession BM-S-40 is in the southern Santos Basin, 50-60km from Karoons Neon and Goi…
Neon and Goi developments The Neon and Goi oil discoveries represent further opportunity for expansion in the southern Santos Basin Neon and Goi developments (100% Karoon) Karoon is progressing appraisal and development studies…
Peru exploration overview Drilling of the Marina-1 well in the Tumbes Basin, offshore Peru, during 2020 this frontier well has the potential to be a play opener for the offshore Peruvian E&P industry Karoon 40% (Operator), Tullow…
Section 2 Offer details 12
Equity Raising details Equity Raising Approximately A284 million fully underwritten Equity Raising, including: structure and size A67 million institutional placement (Placement) A217 million 1 for 1.061 pro rata accelerated…
Use of proceeds Proceeds of the offer will be used to fund the balance of the Bana acquisition consideration and associated transaction costs, as well as fund an exploration well in the Tumbes Basin, Peru Sources Am USm Uses (USm) Am…
Debt funding and capital allocation strategy Strong stable cash flows from the asset, supported by existing cash and additional debt capacity will support future growth Debt funding strategy Capital allocation strategy The Bana…
Equity Raising timetable Event Date1 Trading halt and announcement of Equity Raising Wednesday, 23 October 2019 Placement and Institutional Entitlement Offer opens Wednesday, 23 October 2019 Placement and Institutional Entitlement…
Section 3 Bana acquisition overview 17
Transformational acquisition The Bana acquisition will produce positive cashflows over the medium to long-term, enabling Karoon to pursue further investment opportunities Current field production of 20,000 bopd1 Target production…
Transaction details Expected financial close of the Bana transaction is during first quarter 2020, with an effective transaction date of 1 January 2019 Transaction Karoon to acquire 100% operated interest in the Bana oil field in the…
Bana production and reserves Established, reliable oil production and identified potential growth through ongoing investment in the southern Santos Basin Production growth target (Mbopd) Bana Reserves and Contingent Resources (MMbbls)3…
Bana geological summary The Bana and Piracaba reservoirs have high porosity and permeability with an independent assessment by AGR supporting Karoons interpretation of the reservoirs Geological summary Work undertaken by Karoon and…
Southern Santos Basin growth projects Identified production and development opportunities to establish an oil production hub Opportunity summary Karoon 2P Reserves and 2C Resources by asset1,2 160 Patola tie-in Patola oil discovery…
Transition to operatorship Karoon to retain the existing FPSO operators to ensure operational continuity for the asset whilst leveraging its Basin knowledge from +10 years operating experience in the region Karoons operatorship…
Approvals and completion timing Final ANP approvals and transaction completion expected during the first quarter of 2020 Under the Brazilian Governments revised asset tender Petrobras divestment summary process, Petrobras has signed…
Section 4 Pro forma financial summary 25
Pro forma financial summary basis of preparation Source of information The historical and pro forma consolidated statements of financial position as at 30 June 2019 on slide 27 is derived from financial information extracted from…
Consolidated Statement of Financial Position (pro forma) Acquisition of Bauna, Pro forma post As at 30 June 2019 (million) Karoon historical(1) The Offer(2) Debt Facility(3) incl. Transaction Costs(4) acquisition Current assets Cash…
Accounting for leases and adoption of AASB 16 Leases AASB 16 Leases represents a significant change for lessees in the accounting treatment of operating leases. With the exception of low value and short-term leases, all leases must be…
Section 5 Key risks 29
Key risks This section sets out some key risks associated with any investment in Karoon, which may affect the value of shares in Karoon. The risks set out are not listed in order of importance and do not constitute an exhaustive list…
Key risks Dividends Karoon cannot guarantee the payment of dividends, as payment is at the discretion of the Board and will depend on Karoons financial circumstances at the relevant time. Dilution risk If you do not take up all of your…
Key acquisition risks This section sets out some key acquisition risks associated with the acquisition of Bana, which may affect the value of shares in Karoon Closing The acquisition may not close or may not achieve closing within…
Section 6 Offering jurisdictions 33
International selling restrictions This document does not constitute an offer of New Shares of the Company in any jurisdiction in which it would be unlawful. In particular, this document may not be distributed to any person, and the…
International selling restrictions This document does not constitute an offer of New Shares of the Company in any jurisdiction in which it would be unlawful. In particular, this document may not be distributed to any person, and the…
International selling restrictions This document does not constitute an offer of New Shares of the Company in any jurisdiction in which it would be unlawful. In particular, this document may not be distributed to any person, and the…
International selling restrictions This document does not constitute an offer of New Shares of the Company in any jurisdiction in which it would be unlawful. In particular, this document may not be distributed to any person, and the…
Appendix A Transaction conditions 38
Conditions and Timing The Bana transaction is expected to close during the first quarter of 2020, with a purchase price adjustment for interim cash flows and other completion adjustments from 1 January 2019 Conditions and Timing…
Appendix B Glossary 40
Glossary of Terms Term Definition Term Definition 3D Seismic A set of numerous closely-spaced seismic lines that provide a high spatially sampled Contingent Those quantities of petroleum estimated, as of a given date, to be potentially…
Glossary of Terms (contd) Term Definition Term Definition ING ING Bank NV - a Dutch multinational banking and financial services corporation Petrobras Petrleo Brasileiro S.A. headquartered in Amsterdam. Intervention Any operation…
Glossary of Terms (contd) Term Definition Seismic A seismic property that differs from what is typical, expected or predicted. anomaly Seismic survey A type of geophysical survey where the travel times of artificially created seismic…
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