AIM-listed United Oil & Gas has entered into a binding Asset Purchase Agreement ('APA') with Quattro Energy to sell UK Central North Sea Licence P2519 containing the Maria discovery in Block 15/18e for a maximum consideration including contingent bonus payments of up to £5.7 million (c.US$6.95 million) as set out below.
Consideration comprises:
- Initial cash payment of £2.45 million to United (c.US$3 million) at completion.
- An additional £1.0 million to be paid to United upon approval of an FDP (expected late 2023) for Block 15/18e.
- Contingent bonus payments of up to £2.25 million upon reaching gross production thresholds from the field of three, four and five million barrels.
The completion of the APA is subject to a number of pre-conditions including the North Sea Transition Authority ('NSTA') approval to the Licence acquisition and Quattro having available an amount equal to the completion payment of £2.45 million in cash. It is anticipated that completion of the APA will be within 90 days from this announcement.
The divestment of the Licence reflects United's strategy to focus its new ventures programme on opportunities in the Greater Mediterranean and North Africa whilst remaining opportunistic for value accretive transactions outside of these core areas.
Following completion of this transaction, the Company will consider options to use a portion of the proceeds received to fund a limited share buyback programme and therefore intends to seek the requisite shareholder approvals at this year's Annual General Meeting to approve such a programme. The funds not used on the buyback programme will further strengthen the Group's balance sheet and support the growth strategy of the Group.
United was awarded Licence P2519, in the UK Oil and Gas Authority ('OGA' now known as NSTA) 32nd Licencing Round in December 2020. Licence P2519 includes the Maria Discovery in Block 15/18e. United holds a 100% equity interest and it has a carrying value of c.£0.7million (c.US$0.85 million) as at 31 December 2022 (as per the Company's unaudited management accounts). The Licence has an independently audited mid-case 2C gross contingent resource estimate of 6.3 mmbbls and 23.3Bcf (10.2 mmboe). The Licence was formerly subject to a disposal to Quattro which did not complete as per the announcement on 3 March 2022.
Quattro is a UK company, incorporated in April 2021 with an experienced North Sea focused management team, which as separately announced today is entering into a binding agreement to be acquired by Jesmond Capital, a Canadian company listed on the Toronto Stock Exchange. In conjunction with the acquisition of Quattro by Jesmond and listing of the enlarged entity on the TSXV, the parties will be conducting a financing which is required by them to fund the completion of the acquisition of the Licence.
United Chief Executive Officer, Brian Larkin commented:
'Active portfolio management, to realise value from our assets, has always been a key part of United's strategy. We are pleased to be signing the APA with Quattro, who have agreed a materially higher maximum consideration than in 2021, reflecting the increased value of the Licence following the work completed by our technical team over the last 12 months. Whilst the Company explored options whereby we participated directly in the future development of Maria, we ultimately believe that monetising the Maria discovery at this time provides us with a significant return from our investment and gives us additional capital to continue to execute our ambition to grow the business in our core focus areas in the Greater Mediterranean and North Africa regions. We wish Quattro all the very best for their new venture.'
Source: United Oil & Gas
