Share Issue/Capital Change • May 10, 2019
Share Issue/Capital Change
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OKEA ASA INTENDS TO LAUNCH AN INITIAL PUBLIC OFFERING AND APPLY FOR LISTING ON THE OSLO STOCK EXCHANGE
OKEA ASA hereby announces its intention to launch an initial public offering of
its ordinary shares and to apply for a listing on the Oslo Stock Exchange
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UNLAWFUL.
OKEA ASA INTENDS TO LAUNCH AN INITIAL PUBLIC OFFERING AND APPLY FOR LISTING ON
THE OSLO STOCK EXCHANGE
Trondheim - 10May 2019
OKEA ASA (the "Company" or "OKEA") hereby announces its intention to launch an
initial public offering of its ordinary shares and to apply for a listing on the
Oslo Stock Exchange (the "IPO")
OKEA is a fast-growing independent E&P company operating on the Norwegian
Continental Shelf ("NCS") with a high-quality asset portfolio and a management
team with a proven track record. The Company was founded in 2015 and has in less
than four years been transformed into a significant NCS producer with a top-tier
operator organisation.
After the NOK 4.5bn acquisition of Shell's interests in the Draugen and Gjøa
fields last year, the Company has a diversified portfolio totaling ~90 mmboe
2P+2C resources, and a net production of more than 20,000 boepd. The production
has a stable outlook that provides the Company with a strong free cash flow that
will be redeployed into further organic and inorganic growth.
In addition to realising the material upsides identified in the currently
producing assets, OKEA is actively pursuing a strategy of developing fields with
less than 100 mmboe reserves. As the NCS matures further, a significant share of
future production is expected to come from such fields, creating significant
opportunities for OKEA as an agile independent specialised on this segment.
OKEA's strategy has already proven highly valuable to the Norwegian society with
the Company turning the Yme project from decommissioning to a robust and
economically attractive field development with first oil expected in H1 2020.
Currently, OKEA is also maturing the Grevling / Storskrymten fields into a joint
stand-alone development, which, if realised, will be OKEA's first operated field
development and represent another example of OKEA's ability to identify
opportunities, plus working up the three operated licenses awarded in the APA
Following of the Shell Acquisition, OKEA obtained Shell's interest in the
Draugen field and inherited a highly capable operator organisation. As operator,
OKEA is planning to extend the life of the Draugen field to 2035 and beyond
through a range of identified IOR and infill drilling opportunities. Beyond
operating Draugen in an efficient way, the organisation ensures that
acquisitions of new operated fields can be taken on with minimal additional
manning and costs, providing capacity to pursue a range of inorganic growth
opportunities.
Major shareholders in OKEA, as of today, are Bangchak Corporation (49.33%),
Seacrest Capital Group (34.98%), and OKEA's founders Erik Haugane, Anton
Tronstad, Knut Evensen and Ola Borten Moe collectively own 3.78%.
Erik Haugene, CEO of OKEA, commented:
"OKEA has quickly established itself as a material independent E&P company on
the NCS and after the Shell Acquisition and successful finalization of
integration of the Shell operator organisation, we are well-positioned to
execute our organic growth strategy and pursue further M&A opportunities. OKEA
has ambitious targets for increased efficiencies and reduced development costs
on NCS and is determined to be an active owner and operator, creating value for
OKEA, its partners and the Norwegian state. The decision to proceed with an IPO
marks a new and exciting chapter for OKEA. Through co-founding Aker BP and
leading the company through its early-day growth phase, OKEA's management team
has extensive experience from the public market and we are certain that a
listing will enhance our ability to execute on OKEA's strategy and create value
for our shareholders."
Chaiwat Kovavisarach, Chairman of the Board, commented:
"We are highly pleased with the decision to proceed with an IPO of OKEA
following the positive feedback the company has received from institutional
investors. The management team has in record time grown the Company into a
material NCS independent and with the current portfolio and numerous growth
opportunities available, the timing for an IPO is right. On behalf of the
Company's largest shareholder, BCPR Pte. Ltd. ("Bangchak Corporation"), I would
also like to emphasise that we view our investment in OKEA as long-term and
strategically important, and we look forward to supporting the company further
in its growth."
Company Highlights
· Pure-play NCS-focused independent founded by a team with a strong track
record of value-creation.
· Well positioned to exploit the opportunities arising from the changes in NCS
dynamics, creating opportunity for smaller operators like OKEA.
· Low cost production base of close to 20,000 boepd with material identified
upsides, in addition to several key development projects.
· Nimble and low-cost strategy focused at developments and exploiting upsides
at and around producing
fields.
· Tier 1 operating organisation inherited from A/S Norske Shell positions OKEA
to execute on its organic and inorganic growth strategy.
· Proven M&A track record and well positioned to become the next NCS
consolidator.
· Strong industrial and financial backers in Bangchak Corporation and Seacrest
Capital Group.
Offering Highlights
The IPO will support the Company's strategy and enable OKEA to accelerate its
growth plans going forward.
The IPO will comprise a public offering to institutional and retail investors in
Norway and a private placement to certain institutional investors
internationally. The transaction will likely consist of a primary offering of
circa USD 100 million and may involve a secondary sale. The Company's major
owners and founders may reduce their ownership in connection with the IPO
subject to demand and pricing, however, they will remain substantial
shareholders after the IPO. Greenshoe and lock-up provisions are expected to be
in line with conventional market practice. It is expected that the IPO will take
place before the summer holiday in Norway (end of June 2019), however, the exact
timing of the IPO remains subject to receiving the relevant approvals from the
Oslo Stock Exchange and the Norwegian Financial Supervisory Authority, as well
as the prevailing equity capital market conditions.
Pareto Securities AS, Skandinaviska Enskilda Banken AB (publ), Oslo branch
("SEB") and SpareBank 1 Markets AS are acting as Joint Global Coordinators and
Joint Bookrunners in connection with the IPO (collectively referred to as the
"Managers"). Advokatfirmaet Schjødt AS is acting as legal advisor to the Company
and Arntzen de Besche Advokatfirma AS is acting as legal advisor to the
Managers.
Further announcements relating to the IPO will be made in due course.
Enquiries
For further queries, please contact:
Erik Haugane / CEO / +47 90721655 / [email protected]
Knut Evensen / SVP Finance and IR / +47 95077622 / [email protected]
***
About OKEA
OKEA is a fast-growing oil and gas producer operating on the Norwegian
Continental Shelf (NCS) aiming to bring undeveloped discoveries with less than
100 million boe in reserves into production. We are a trusted partner on a
local, regional and national level with a clear ambition to create value for
owners, employees and society as a whole.
Our overall vision is to be the leading company on the NCS in terms of
delivering safe and cost-effective field developments and operational
excellence, while maintaining a competent organization with direct management
engagement in all of our projects.
OKEA was established in June 2015 and founded with capital contributions from
the active E&P manager Seacrest Capital Group, and the four founding members of
management.
OKEA consists of a strong management team coupled with a tier-one operator
organization of more than 200 employees ensuring operational excellence. The NOK
4.5 billion acquisition of interests in Draugen and Gjøa in 2018 transformed
OKEA from an E&P start-up to an established player.
Our head office is based in Trondheim and includes most of our management
functions. Our offshore operational center for existing and future OKEA-operated
fields is based in Kristiansund.
Important Notice
The information contained in this announcement is for background purposes only
and does not purport to be full or complete. No reliance may be placed for any
purpose on the information contained in this announcement or its accuracy,
fairness or completeness.
None of the Managers or any of their respective affiliates or any of their
respective directors, officers, employees, advisors or agents accepts any
responsibility or liability whatsoever for, or makes any representation or
warranty, express or implied, as to the truth, accuracy or completeness of the
information in this announcement (or whether any information has been omitted
from the announcement) or any other information relating to the Company, its
subsidiaries or associated companies, whether written, oral or in a visual or
electronic form, and howsoever transmitted or made available, or for any loss
howsoever arising from any use of this announcement or its contents or otherwise
arising in connection therewith. This announcement has been prepared by and is
the sole responsibility of the Company.
Neither this announcement nor the information contained herein is for
publication, distribution or release, in whole or in part, directly or
indirectly, in or into or from the United States (including its territories and
possessions, any State of the United States and the District of Columbia),
Australia, Canada, Japan, or any other jurisdiction where to do so would
constitute a violation of the relevant laws of such jurisdiction. The
publication, distribution or release of this announcement may be restricted by
law in certain jurisdictions and persons into whose possession any document or
other information referred to herein comes should inform themselves about and
observe any such restriction. Any failure to comply with these restrictions may
constitute a violation of the securities laws of any such jurisdiction.
This announcement does not contain or constitute an offer to sell or a
solicitation of any offer to buy or subscribe for any securities referred to in
this announcement to any person in any jurisdiction, including the United
States, Australia, Canada or Japan or any jurisdiction to whom or in which such
offer or solicitation is unlawful. The securities referred to in this
announcement have not been and will not be registered under the U.S. Securities
Act of 1933, as amended (the "U.S. Securities Act"), and may not be offered or
sold in the United States absent registration or an exemption from, or in a
transaction not subject to, the registration requirements of the U.S. Securities
Act and in accordance with applicable U.S. state securities laws. The Company
does not intend to register any securities referred to herein in the United
States or to conduct a public offering of securities in the United States.
Any offering of the securities referred to in this announcement will be made by
means of a prospectus. This announcement is an advertisement and is not a
prospectus for the purposes of Directive 2003/71/EC (together with any
applicable implementing measures in any Member State, the "Prospectus
Directive"). Investors should not subscribe for any securities referred to in
this announcement except on the basis of information contained in the
aforementioned prospectus. Copies of any such prospectus will, following
publication, be available from the Company's registered office and, subject to
certain exceptions, on the website of the Company.
In any EEA Member State other than Norway that has implemented the Prospectus
Directive, this communication is only addressed to and is only directed at
qualified investors in that Member State within the meaning of the Prospectus
Directive ("Qualified Investors"), i.e., only to investors who can receive the
offer without an approved prospectus in such EEA Member State.
This communication is only being distributed to and is only directed at persons
in the United Kingdom that are Qualified Investors and that are (i) investment
professionals falling within Article 19(5) of the Financial Services and Markets
Act 2000 (Financial Promotion) Order 2005, as amended (the "Order") or (ii) high
net worth entities, and other persons to whom this announcement may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order (all such
persons together being referred to as "relevant persons"). This communication
must not be acted on or relied on by persons who are not relevant persons. Any
investment or investment activity to which this communication relates is
available only to relevant persons and will be engaged in only with relevant
persons. Persons distributing this communication must satisfy themselves that it
is lawful to do so.
The Managers and their affiliates are acting exclusively for the Company and the
selling shareholders and no-one else in connection with the intended IPO. They
will not regard any other person as their respective clients in relation to the
intended IPO and will not be responsible to anyone other than the Company for
providing the protections afforded to their respective clients, nor for
providing advice in relation to the intended IPO, the contents of this
announcement or any transaction, arrangement or other matter referred to herein.
In connection with the contemplated IPO, the Managers and any of their
affiliates, acting as investors for their own accounts, may subscribe for or
purchase shares and in that capacity may retain, purchase, sell, offer to sell
or otherwise deal for their own accounts in such shares and other securities of
the Company or related investments in connection with the contemplated IPO or
otherwise. Accordingly, references in any prospectus, if published, to the
shares being issued, offered, subscribed, acquired, placed or otherwise dealt in
should be read as including any issue or offer to, or subscription, acquisition,
placing or dealing by, such Managers and any of their affiliates acting as
investors for their own accounts. The Managers do not intend to disclose the
extent of any such investment or transactions otherwise than in accordance with
any legal or regulatory obligations to do so.
Matters discussed in this announcement may constitute forward-looking
statements. Forward-looking statements are statements that are not historical
facts and may be identified by words such as "believe", "aims", "expect",
"anticipate", "intends", "estimate", "will", "may", "continue", "should" and
similar expressions. The forward-looking statements in this release are based
upon various assumptions, many of which are based, in turn, upon further
assumptions. Although the Company believes that these assumptions were
reasonable when made, these assumptions are inherently subject to significant
known and unknown risks, uncertainties, contingencies and other important
factors which are difficult or impossible to predict and are beyond its control.
Such risks, uncertainties, contingencies and other important factors could cause
actual events to differ materially from the expectations expressed or implied in
this release by such forward-looking statements. Forward-looking statements
speak only as of the date they are made and cannot be relied upon as a guide to
future performance. The Company, each of the Managers and their respective
affiliates expressly disclaims any obligation or undertaking to update, review
or revise any forward-looking statement contained in this announcement whether
as a result of new information, future developments or otherwise.
The IPO may be influenced by a range of circumstances, such as market
conditions, and there can be no assurance that the IPO will proceed and that the
listing will occur.
Certain figures contained in this document, including financial information,
have been subject to rounding adjustments. Accordingly, in certain instances,
the sum or percentage change of the numbers contained in this document may not
conform exactly with the total figure given. The information, opinions and
forward-looking statements contained in this announcement speak only as at its
date and are subject to change without notice.
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