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THIS ANNOUNCEMENT OR ANY COPY OF IT IS NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, THE UNITED ARAB EMIRATES OR ANY OTHER MEMBER STATE OF THE GULF COOPERATION COUNCIL ("THE GCC"), AUSTRALIA, CANADA, SOUTH AFRICA, THE REPUBLIC OF IRELAND, JAPAN [,GERMANY, FRANCE, THE NETHERLANDS, NORWAY] OR, SWITZERLAND OR ANY OTHER JURISDICTION WHERE IT MAY BE UNLAWFUL TO DO SO OR TO A RESIDENT, NATIONAL OR CITIZEN OF THE UNITED STATES, THE UNITED ARAB EMIRATES OR ANY OTHER MEMBER OF THE GCC, AUSTRALIA, CANADA, SOUTH AFRICA, THE REPUBLIC OF IRELAND , JAPAN OR, SWITZERLAND OR ANY OTHER JURISDICTION WHERE IT MAY BE UNLAWFUL TO DO SO. THIS ANNOUNCEMENT IS NOT AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES, SECURITIES CANNOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION OR AN EXEMPTION FROM REGISTRATION.
This document is not a prospectus but an announcement. This announcement is not an offer of securities for sale into any jurisdiction. Investors should not subscribe for any transferable securities referred to in this announcement except on the basis of information contained in the AIM admission document to be issued in due course.
3 March 2008
Valiant Petroleum Limited ('Valiant' or the 'Company'): Intention to list on AIM
Valiant Petroleum Limited ("Valiant"), a privately-owned, northern North Sea focused oil and gas company announces today its intention to list on AIM, a market operated by the London Stock Exchange. The anticipated listing will be conducted alongside a fundraising of c.£40 million which will give Valiant a market capitalisation around £200 million on admission. The first day of dealing is anticipated to be around the 13 March 2008.
Since forming in September 2004 the Company has built a portfolio of development, appraisal and exploration assets in the northern North Sea – an area which its Directors believe has previously been under-exploited compared with other areas of the North Sea. Valiant believes that the North Sea contains significant remaining hydrocarbon resources and that even small-to-medium field discoveries can be quickly and profitably developed utilizing extensive existing infrastructure.
Valiant is currently in the process of developing four separate fields – the first two of which, West Don and Don South West, already have field development plans submitted to the UK Government targeting first production in the first half of 2009. Once on-stream, production from these Petrofac-operated fields is expected to reach in excess of 10,000 barrels of oil per day during 2009.
During 2008, Valiant also anticipates the submission of field development plans for Valiant's other development fields, Crawford and Causeway, and the drilling of three exploration prospects in the northern North Sea which, if successful, could materially increase the Company's reserve and resource base.
The Competent Persons Report, prepared by RPS Energy in conjunction with the AIM admission, assesses Valiant's proved and probable reserves (2P) at 23.1 MMstb and contingent resources at 15.7 MMstb.
To date, Valiant has funded its operating activities through the private placement of c.£63 million of equity with institutional investors and also through $245 million of debt facilities provided by the Bank of Scotland.
Valiant's experienced management team is led by Non-Executive Chairman, Gordon Stollery, Peter Buchanan (CEO), Steven Edgley (FD) and Non-Executive Directors; Sandra Shaw, Kevin Lyon and Michael Bonte-Friedheim. The Company, based in Woking, employs a total of 16 people and has both a strong in-house technical as well as commercial capability.
Advisors include Oriel Securities Limited (Nominated Adviser and Broker), Tristone Capital Limited (Global Bookrunner and Broker), McGrigors LLP (legal) and Deloitte & Touche LLP (accounting).
Peter Buchanan, Valiant Petroleum's Chief Executive Officer said:
"Listing is a natural next step for Valiant and will give the Company access to capital markets in order to continue to achieve our long term goal of building a balanced asset portfolio in the North Sea. The Valiant team has a wide range of skills and experience and is highly committed to creating shareholder value through targeted growth in our core area.
Along with our existing debt facilities, we intend to use the funds raised on AIM to reach first production on West Don and Don South West, fund our 2008 drilling program and look at potential acquisition opportunities. We would like to take this opportunity to thank our investors, lenders and industry counterparties all of whom have provided Valiant terrific support and encouragement over the last four years and we look forward to continuing to work with them in the future".
For further information, please contact:
Valiant Petroleum Limited
www.valiant-petroleum.com
+44 (0)1483 755 666
Peter Buchanan, Chief Executive Officer
Steve Edgley, Finance Director
Nick Ingrassia, Investor Relations
Oriel Securities Limited
www.orielsecurities.com
+44 (0) 20 7710 7600
Scott Richardson Brown
Luke Webster
Aquila Financial Limited
www.aquila-financial.com
Peter Reilly +44 (0) 118 979 4100
Notes to Editors:
Website: www.valiant-petroleum.com
Board and Senior Management
Gordon Stollery, Non Executive Chairman
Gordon has over 30 years of experience founding and managing energy companies. He is currently Chairman of AGS Resource Management Limited and up to 31 January 2008 was President and Chief Executive Officer of Highpine Oil & Gas Limited ("Highpine"), an Alberta-based Canadian Toronto Stock Exchange listed public oil and gas company that he founded in 1998. Prior to Highpine, Gordon was Chairman of Northstar Energy Corporation from 1997 to 1998 and Chief Executive Officer of Morrison Petroleum Limited from 1980 to 1997. Gordon also co-founded OGY Petroleum Limited, Storm Energy Limited and Ballistic Energy Limited, which were all at one time Canadian public companies. Gordon is also currently a director of Pacific Rodera Limited, a Canadian public company listed on the Toronto Venture Exchange. Gordon is also a director of a number of private companies.
Peter Buchanan, Chief Executive Officer
Prior to founding Valiant in 2004, Peter was a director for Oil and Gas at The Royal Bank of Scotland, with specific responsibility for North Sea structured finance. During his five years in banking, Peter was involved in several hundred million pounds of debt, mezzanine and equity fundings primarily to UK independent oil and gas companies. As a result of various equity investments, Peter represented the bank on several boards.
Before moving into banking, Peter had a career spanning 12 years in the oil industry where he held senior technical and managerial roles with companies such as CogniSeis Development Inc. (now Paradigm Geophysical Limited), Oil Search Limited and Premier Oil plc. Much of this time was spent in South East Asia (including Papua New Guinea and Myanmar) where he was partly responsible for several significant oil and gas discoveries.
After completing an MSc at Imperial College in structural geology in 1986, Peter started his career with BP working with their research function during which time he completed a PhD which was later complemented by a Diploma in Applied Finance and Investment with the Securities Institute of Australia.
Steven Edgley, Finance Director
Steven has spent 20 years in commercial and investment banking predominantly within the hydrocarbon sector. In 1995, Steve joined The Royal Bank of Scotland as Head of Oil and Gas, Structured and Project Finance. In 2003, Steven moved to Caledonia Oil and Gas Limited ("Caledonia") as Finance Director. Caledonia was a private independent oil and gas company focused on the UK southern North Sea. In November 2005, Caledonia was sold to E.ON Ruhrgas UK Holdings Limited for £470 million.
Sandra Shaw, Non Executive Director
Sandy is a qualified lawyer (UK and US) and has hands-on experience with 29 years in the oil and gas industry, in which time she has held senior positions amongst executive teams while acting as legal counsel and/or commercial advisor. She has worked for companies including Consort Resources Limited, LASMO plc (in both of which she held directorships), Esso Petroleum Company Limited, Marathon Oil UK Limited and Mobil Oil Company Limited. She has handled six private equity subscriptions raising in excess of £160 million, along with having led a £200 million trade sale through to final negotiations. Sandy continues to act as a legal consultant (since 2004), latterly to private practice providing commercial and legal services to oil and gas companies worldwide, including the Group.
Kevin Lyon, Non Executive Director
Kevin qualified as a Chartered Accountant in 1985 and after two years in merchant banking, joined the private equity and venture capital business, 3i plc, in 1988. While with 3i, Kevin built and developed several successful investment teams across the UK and led transactions in a wide range of sectors, many leading to profitable exits or successful stock exchange listings. He left in 2004 to build a portfolio of non-executive interests and is currently Chairman of MK One Limited, a retailer of ladies clothing; Mono Global Group Limited, an infrastructure support services company to the telecoms sector; Wyndeham Press Group Limited, a printing and communications group; Julian Graves Limited, retailer of specialist ingredients and luxury snacks and is a non-executive director of Booker plc, a wholesale cash and carry business, which listed on AIM in June 2007.
Michael Bonte-Friedheim, Non Executive Director
Michael is a banker by background having been in a number of senior positions within Credit Suisse First Boston, Morgan Stanley International Limited and up to August 2006 as managing director in the Energy & Power Team at Goldman Sachs International Limited. Michael is currently the non-executive chairman of Mediterranean Oil and Gas plc, a UK AIM-listed stock focused on E&P opportunities in and around the Mediterranean.
Senior Management (non-Board)
Justin Morrison, Exploration and New Ventures Manager
Justin has spent over 20 years in the industry with independent oil companies (Burren Energy plc, Canadian Natural Resources International (UK) Limited ("CNR"), Ranger Oil (UK) Limited ("Ranger"), British Gas plc and Ultramar Limited) with activities covering new business, exploration, development and enhanced oil recovery. During 2003 to 2007, Justin was exploration manager for Burren Energy plc when the company drilled over 140 wells. Prior to this, Justin was Cote d'Ivoire exploration manager for Ranger/CNR responsible for the Baobab discovery and Espoir re-development. Other projects included the Nile Delta exploration campaign with British Gas plc and the Franklin, Markham, and Ross field appraisal/developments for Ultramar Limited.
Brian Elliot, Operations Director
Brian has over 20 years' North Sea and international experience in offshore development projects and operations. He provides expertise in project execution and facilities engineering and has completed major fast track FPSO, subsea and fixed platform developments (Dumbarton, Bohai Bay, Leadon) and facilities management (Gryphon and Janice fields). Brian was development manager for Kerr-McGee China Petroleum Limited and head of projects for Maersk Oil UK
Phil Crookall, Technical Director
Philip has 20 years' industry experience with both independent international oil companies and consultancy groups (Hamilton Brothers Oil and Gas Limited, Ultramar Limited, LASMO plc, Hardy Oil and Gas plc, Scott Pickford Limited, Paradigm Geophysical Limited). Philip has operational expertise in development geology and petrophysics. Philip has managed multi disciplinary projects through specification, execution and delivery stages in UKCS, Middle East, West Africa and South East Asia. Philip is responsible for all technical aspects of Valiant's asset register, and management of reserve audits.
Gavin Milne, Financial Controller
Gavin began his career in Aberdeen with BP specializing in offshore drilling and well cost analysis before becoming the management accountant for the BP Wytch Farm asset in 1995. Gavin relocated to London in 1997 and has filled a number of key roles implementing accounting and business systems across a number of emerging oil and gas companies in the upstream sector, including Highland Energy Ltd and Caledonia Oil and Gas Limited. Gavin is also the Company Secretary of the Company.
Nicholas Ingrassia, Corporate Development Manager / Investor Relations
Immediately prior to joining Valiant, Nick spent two years at Morgan Stanley in its Energy Investment Banking Division with a primary focus on delivering products and corporate finance advice to companies active in-and-around the upstream sector. Previous to that, Nick was at The Royal Bank of Scotland where he spent four years on the Oil & Gas Project and Structured Finance team. During his time there, Nick worked on a wide range of structured debt facilities for a number of North Sea E&P companies including Venture Production plc, Paladin Resources plc, Oilexco Inc and Caledonia Oil and Gas Limited.
Asset Portfolio Overview
Valiant has a portfolio of assets located in the UK northern North Sea. The Company's key assets include:
 40 per cent. interest in the Don SW development (Block 211/18a Don SW Area). The FDP, which has been submitted to BERR for consent, includes four wells (two producers and two water injectors) tied back sub-sea to the Northern Producer FPF with first oil targeted in the first half of 2009.
26.88 per cent. interest in Block 211/18a West Don Area and a 17.275 per cent. unit interest in the West Don development which straddles Blocks 211/18a West Don Area and 211/13b. The FDP, which has been submitted to BERR for consent, includes an initial three wells (two producers and one water injector) tied back sub-sea to the Northern Producer FPF, with first oil targeted in the first half of 2009.
29 per cent. interest in the Crawford development (Block 9/28a (Rest of Block including Crawford field)). A successful well (9/28a-18) drilled in 2007 confirmed a Triassic oil bearing reservoir and discovered new oil in the Tertiary sandstones. The development options are under review with submission of an FDP anticipated in 2008 and first oil targeted for 2010. Further drilling, fracture stimulation and testing may occur in 2008 to quantify the upside potential in the area.
14 per cent. interest in the Causeway development (Blocks 211/22a South East Area and 211/23d). The development options are under review with submission of an FDP anticipated in 2008, subject to which first oil is targeted for 2009 or 2010. Further appraisal and development drilling has been budgeted for 2008.
50 per cent. interest in the Banquo discovery (Block 211/8a) where the 211/08-2 well drilled in 1987 tested over 6,000 bopd from Triassic sandstones. Reprocessing of existing 3D seismic data was completed in 2007 with the interpretation ongoing and a potential appraisal well may be drilled in 2009.
Three exploration wells are planned in 2008 including the Globe, Prospero and Bourbon prospects. An equity interest of 50 per cent. in the Globe prospect in Blocks 9/22 & 9/23c is expected to be acquired pursuant to a farm-in agreement dated 17 January 2008 with Granby and Century. Transfer of the interest to Valiant is subject to BERR consent, and is subject to reversion if farm-in commitments are not met by Valiant. Valiant has a 50 per cent. equity interest in the Prospero prospect (Blocks 211/18c & 211/17 northern area) and a 50 per cent. equity interest in the Bourbon prospect (211/17 southern area) in which Valiant has agreed (pursuant to a farm-out agreement dated 8 November 2007 with Petrofac and Fox) to farm out a 20 per cent. equity interest to Fox in this area, as a result of which, Valiant will bear 11 per cent. of total well costs.
A significant portfolio of eight high graded prospects and 11 other prospects with further exploration drilling anticipated in 2009 and beyond.
No offer or invitation to purchase or subscribe for shares is being made at this time. This document does not constitute or form part of any offer or invitation to sell, allot or issue or any solicitation of any offer to purchase or subscribe for any securities in any jurisdiction, nor shall it (or any part of it) or the fact of its distribution form the basis of or be relied upon in connection with, or act as any inducement to enter into any contract or commitment for securities.
Any such offer or invitation will be made solely in or by reference to the AIM admission document to be published in due course and any acquisition of shares in the Company should be made only on the basis of the information contained in the AIM admission document. The information contained herein is for information purposes only.
This announcement is the sole responsibility of the Company. No undertaking, representation, warranty or other assurance, express or implied, is made or given by or on behalf of the Company, Oriel Securities Limited ("Oriel"), the Company's nominated adviser and broker or Tristone Capital Limited ("Tristone"), the Company's broker, or any of their respective affiliates or any of such persons' directors, officers, partners, employees, agents or advisers or any other person as to or in relation to the accuracy or completeness of this announcement and no responsibility or liability is accepted by any of them for any such information or opinions or for any errors, omissions, misstatements, negligence or otherwise for any other communication written or otherwise. Notwithstanding the aforesaid, nothing in this paragraph shall exclude liability for any undertaking, representation, warranty or other assurance made fraudulently or which cannot be excluded under the law of the applicable jurisdiction.
Oriel and Tristone, which are authorised and regulated in the United Kingdom by the Financial Services Authority, are advising the Company and no one else in connection with the proposed placing and admission to AIM ("Placing and Admission") and will not be responsible to anyone other than the Company for providing the protections afforded to clients of Oriel and Tristone (save, in relation to persons resident in a member state of the European Economic Area ("EEA"), as may be required to satisfy their obligations to persons who are "professional clients" or "eligible counterparties" within the meaning of Article 4(1)(11) and Article 24 (2), (3) and (4), respectively, of Directive 2004/39/EC ("MiFID")) nor for providing advice in relation to the Admission and the Placing or any other matter referred to in this announcement.
The distribution of this announcement in certain jurisdictions may be restricted by law. No action has been taken by the Company, Oriel or Tristone that would permit an offer of shares or possession or distribution of this announcement or any other offering or publicity material relating to the Placing and Admission in any jurisdiction where action for that purpose is required. Persons into whose possession this announcement comes are required by the Company, Oriel and Tristone to inform themselves about, and observe, any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
Neither Oriel nor Tristone has approved (for the purposes of section 21 of the Financial Services and Markets Act 2000 ("the FSMA")) the contents of, or any part of, this announcement. Members of the general public are not eligible to take part in the Placing. This announcement is only being addressed to and directed at persons who have professional experience in matters relating to investments and:
(a) in the United Kingdom, persons who are: (i) a "qualified investor" within the meaning of Section 86(7) of FSMA; and (ii) a "professional client" or an "eligible counterparty" within the meaning given in COBS 3.5.1 and COBS 3.6.1, respectively, of the FSA Conduct of Business Sourcebook as at 1st November 2007; and (iii) who have professional experience in matters relating to investments falling within Article 19(5) of the United Kingdom Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 as amended (the "Order") or are high net worth companies, unincorporated associations etc. falling within Article 49(2) of the Order; or
(b) in other member states of the EEA, persons who are: (i) a "qualified investor" within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC); and (ii) a "professional client" or an "eligible counterparty" within the meaning of Article 4(1)(11) and Article 24 (2), (3) and (4), respectively, of MiFID; or
(c) in any other country, territory or possession, persons to whom it is otherwise lawful to address it to and direct it at.
The securities to be offered in connection with the proposed Placing and Admission have not been, and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act") or under the securities legislation of any state of the United States. The relevant clearances have not been, and will not be, obtained from the Securities Commission of any province or territory of Canada; no document in relation to the proposed Placing and Admission has been, or will be, lodged with, or registered by The Australian Securities and Investments Commission; and no registration statement has been, or will be, filed with the Japanese Ministry of Finance in relation to the proposed Placing and Admission or the securities to be offered in the proposed Placing and Admission. Accordingly, the securities to be offered in the proposed Placing and Admission may not, directly or indirectly, be offered or sold into or within the United States, Canada, Australia, South Africa, the Republic of Ireland,Japan or any other jurisdiction where it may be unlawful to do so (except in accordance with applicable securities laws) or offered or sold to a resident of the United States, Canada, Australia, South Africa, the Republic of Ireland, Japan or any other jurisdiction where it may be unlawful to do so (except in accordance with applicable securities laws).
Information contained in this announcement may include "forward-looking statements". All statements other than statements of historical facts included in this announcement including, without limitation, those regarding the Company's financial position, business strategy, plans and objectives of management for future operations (including development plans and objectives relating to the Company's businesss) are forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other important facts that could cause the actual results, performance or achievements of the Company to be materially different from future results, performance or achievements expressed or implied by such forward-looking statements. Such forward-looking statements are based on numerous assumptions regarding the Company's present and future business strategies and the environment in which the Company will operate in the future. These forward-looking statements speak only as at the date of this announcement. The Company expressly disclaims any obligations or undertaking to disseminate any updates or revisions to any forward-looking statements contained in this announcement to reflect any changes in the Company'ss expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
Information contained in this announcement cannot be relied upon as a guide to future performance.
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