Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

CORELLA RESOURCES LTD Proxy Solicitation & Information Statement 2011

Jan 31, 2011

64703_rns_2011-01-31_2fafb236-92b0-4298-9b46-5ef0a9965112.pdf

Proxy Solicitation & Information Statement

Open in viewer

Opens in your device viewer

==> picture [143 x 47] intentionally omitted <==

31 January 2011

Dear Shareholder

CNOOC Farm-in to Exoma’s Galilee Basin ATP’s

On December 9, 2010 Exoma Energy Limited (ASX:EXE) announced that China National Offshore Oil Company, through a subsidiary (“CNOOC”) had entered into a FarmIn Agreement with the Company whereby CNOOC, upon satisfaction of the Conditions Precedent which include securing the necessary Government approvals in both Australia and China, will acquire a 50% interest in each of Exoma’s five Galilee Basin permits. In addition, CNOOC have the right to exercise an option to acquire 86,687,666 shares at a price of 31.5 cents per share. Within 5 days of the Conditions Precedent having been satisfied, CNOOC have to give Exoma official notification if they wish to take up this placement on those terms.

The Board of Exoma has called a General Meeting for February 10, 2011 for Shareholders to consider and formally vote on these proposed transactions.

The purpose of this letter is to provide Shareholders with some more detail on the strategy being followed by Exoma and the importance, and significance, of the transactions with CNOOC.

As reported in our 2010 Annual Report, Exoma’s long term plan is to endeavour to prove up a sufficiently large gas reserve to support a liquefied natural gas (“LNG”) project with a vision of exporting LNG to various markets within Asia. In addition, Exoma is also developing a range of commercialisation plans so that various gas marketing scenarios could be considered, depending upon the level of proven gas reserves that may be achieved.

The Company has already secured independent resource certification from MHA Petroleum Consultants of Denver, USA whereby some 2 trillion cubic feet of 3C Contingent gas resources have been certified within four small areas of ATP’s 996 and 1008. This augurs well for the Company’s long term plans.

Until such time as substantial exploration drilling has been undertaken, the Company is unable to determine the extent of the gas resources within the ATP’s. However, the Company believes that there is sufficient technical information to support the view that substantial resources of both coal seam gas and shale gas are located within the five ATP’s. Most importantly, after conducting extensive technical and commercial due diligence, CNOOC also share that view.

Creation of a successful LNG project requires many key elements being in place, covering such areas as sufficient proven gas reserves, viable development economics, LNG sales and purchase agreements, development financing, shipping, Government approvals etc.. In considering how best to successfully execute its business strategy Exoma decided that it should bring in a substantial joint venture partner, with a range of expertise in the energy field, to assist in this effort. After considering a number of potential Joint Venture partners, Exoma came to the view that a joint venture with CNOOC would provide the project with the greatest chance of commercial and technical success.

CNOOC is a world scale energy company and is one of the largest state-owned energy giants in China, as well as being the largest offshore producer of oil and gas in China. CNOOC, headquartered in Beijing, has a staff of over 51,000. Apart from being a major producer of oil and gas, CNOOC is also the dominant producer and importer of LNG into China and owns significant interests in a number of LNG Receiving Terminals in China.

During 2010 CNOOC acquired Queensland coal seam gas interests when it bought a 5% interest in BG’s coal seam gas tenements in the Surat Basin and a 10% equity interest in one of the first of two LNG Trains to be built by BG in Gladstone. In addition, CNOOC holds a 5.3% interest in the North West Shelf Gas

==> picture [470 x 19] intentionally omitted <==

==> picture [143 x 47] intentionally omitted <==

Project. With its existing interest in the BG project, CNOOC have a logical reason to expand their gas interests in Queensland and Exoma is very proud of the fact that an energy giant of international standing such as CNOOC saw fit to join with Exoma in our Galilee Basin project.

With this corporate background Exoma felt that a Joint Venture with CNOOC would greatly assist Exoma in a number of key areas that need to be addressed in order to progress its plans for a new LNG project using gas from its permits in the Galilee Basin.

If I was an independent shareholder I would be wondering whether this strategy was the best one for the Company or whether an alternative strategy of simply progressively raising equity funds and holding 100% interest in the permits may have been a better option. I can assure all Shareholders that the Board considered and carefully weighed all alternative funding options before electing to proceed with the CNOOC deal.

The effective interest of Shareholders would be diluted under either scenario however there are significantly greater dilution risks associated with the alternative to the CNOOC deal.

Given the scale of the exploration programme necessary to properly assess the very large area (approximately 27,000 square kilometres), the ongoing raising of equity funds would have been far more problematic as the Company would be subject to the overall state of the equity market each time further funds had to be raised. What is extremely important is that Exoma is able to conduct an extensive drilling programme and not have that programme curtailed at a premature stage due to an insufficiency of funds. The farm in agreement with CNOOC allows for an initial drilling programme of $50 million to be conducted and removes the ongoing funding uncertainty for the first few years.

A further key piece of our rationale to sign a deal with CNOOC was the access to the China LNG market, a very large and rapidly expanding gas market. Most small to medium sized gas exploration companies adopt a strategy of progressively raising equity funds, slowly building gas reserves but with no real access to markets. Exoma is of the view that securing access to major Asian LNG markets at an early stage is crucial to the long term commercial success of its business.

Managing the funding requirements and establishing access to the China gas market are key risk management elements that protect and enhance the interests of all Exoma Shareholders.

CNOOC bring to Exoma’s Galilee Basin Gas Project significant technical and commercial expertise, as well as such key ingredients as access to large scale gas markets in China and project development expertise, which will materially assist in Exoma’s plans to delineate and commercialise what we believe to be a world scale gas resource in the Company’s Galilee Basin tenements.

The entire Board of Exoma is very excited about the prospective relationship with CNOOC. This deal, and the relationship established with CNOOC, provides Exoma with a great opportunity to progress its vision for its Galilee Basin permits. Shareholders are encouraged to look to the long term opportunity created by this transaction, and, subject to exploration success, the Company is extremely well placed to build significant shareholder value over the next few years.

==> picture [195 x 52] intentionally omitted <==

Brian Barker Chairman

2