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UK: Hartshead secures funding for Anning and Somerville development in Southern Gas Basin

04 Dec 2023

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  • JV partners Hartshead and Viaro Energy’s subsidiary RockRose have negotiated the option for Hartshead to divest an additional 20% licence interest for an uncapped free carry provided by RockRose, covering the total costs of the Phase 1 project development (Financing Backstop).
  • Existing farm-out agreements amended, providing security of funding for 100% of Phase 1 project development costs.
  • Following Final Investment Decision (FID), Hartshead will have the option to exercise the Financing Backstop at the point that the current RockRose carry for Phase 1 has been fully expended.
  • Exercising the Financing Backstop would increase the total committed project funding to over A$800 million.
  • Hartshead maintains the flexibility to retain its 40% interest and select alternative funding.
  • Existing Phase 1 cash bonus has been converted and increases to an additional A$54.7m in work programme carry in the event Hartshead retains its 40% interest.
  • The JV continues to make good progress on the development and towards FID.
  • Phase 2 bonuses of A$9.0 million cash remain.

Hartshead Resources and UK North Sea independent Viaro Energy have announced that their respective wholly owned subsidiaries, Hartshead Resource Ltd (HRL) and RockRose Energy, have agreed amendments to the Farm-out Agreement (FOA) and Joint Operating Agreement (JOA), providing Hartshead with an option to divest an additional 20% equity interest in its UK Southern Gas Basin License P2607, in return for an uncapped free carry of all gross costs for the Phase 1 project development (Financing Backstop). The Financing Backstop may be exercised after Final Investment Decision has been taken and upon full expenditure of the current RockRose carry for Phase 1 project development costs.

The total gross consideration previously under the FOA, for a 60% divestment of License P2607 was approximately A$196.3m, comprising of reimbursement of past costs, a partial carry on HRL’s share of development costs, bonus milestone payments and A$48.4m of UK government Investment & Capital Allowance (refer ASX announcement 5 April 2ASX:HHR | 2023). The amendments to the FOA and JOA now provide a firm financial backstop for funding of HRL’s share of costs for Phase 1, should alternative funding not be agreed on acceptable terms to HRL.

HRL maintains, at its sole discretion, the ability to not proceed with the Financing Backstop and to source alternative financing to maintain its current 40% interest. This election is to be made once the existing carry commitment from RockRose has been fully spent. Current capital projections anticipate this would be by Q2 2025, providing Hartshead with more than 12 months to put in place project debt finance.

The Financing Backstop via an uncapped carry is a major achievement for the Company de-risking the project financing, providing a clear pathway to development and cashflow, and positions HRL with the option of a fully, debt-free funded remaining project interest.

Chris Lewis, Hartshead CEO, commented 'The execution of the amendments to the farm-out agreement and joint operating agreement with RockRose, allows us to advance the Phase I development of the Anning and Somerville gas fields by securing the option of an uncapped carry for our interest of the project. Hartshead is in a unique position as it has the added ability of being able to retain its 40% interest via alternative financing whilst ensuring it is now able to progress to take Final Investment Decision and progress towards project development, now that it has a Financing Backstop provided.

The Joint Venture team between Hartshead and RockRose has integrated exceptionally well over the last few months and I would like to personally thank RockRose for their support in the Joint Venture on licence P2607 and the significant progression of the Phase 1 development.

Francesco Mazzagatti, CEO of Viaro Energy, commented 'I am quite pleased with the restructuring of our original farm-in agreement with Hartshead, as it provides us with complete certainty that the development of Anning and Somerville will be fully funded to completion. Giving our partner the option of a financing backstop ensures stability for the JV, a particular challenge for North Sea operators nowadays with the shrinking pool of traditional capital providers for E&P opportunities. With the amendments in place, we can now confidently proceed to the FID. I am grateful to the Hartshead team for a smooth and seamless  cooperation at every stage of our developing partnership.'

Hartshead will continue to pursue the option to introduce project debt and maintain the current 40% equity interest in Licence P2607 however the Financing Backstop enables the Company to progress the Final Investment Decision and accelerate project development.

Project Funding

Discussions with funding providers suggest that the project maintains a conservative target debt level, which with debt funding would see the Company funded through its estimated share of development costs.

Hartshead has been progressing discussions with various debt providers and will continue these discussions on development finance through a combination of one or more of the following instruments:

  • Reserve Based Lending (RBL)
  • Corporate/Nordic Bonds
  • Prepayment/Commodity Offtake Facility
  • Infrastructure Funds

Board Update

Mr Bevan Tarratt will be transitioning from Non-Executive Chairman to an Executive Chairman role, aligning with the Company’s strategic objectives and evolving operations.

The decision for this transition stems from the substantial increase in workload, particularly in areas crucial to the Company’s growth and sustainability. These areas include funding, project divestments & acquisitions, and capital markets activities.

In his executive role, he will take on more direct responsibilities, focusing on optimising the project portfolio, enhancing capital market engagement and assisting the Company’s acquisition and divestment strategies. The material terms of Mr Tarratt’s remuneration as Executive Chairman is set out in Schedule 1.

Original announcement link

Source: Hartshead Resources

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