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EMERALD RESOURCES NL Regulatory Filings 2007

Jul 4, 2007

64849_rns_2007-07-04_24b02330-2d2c-4911-b596-99d215fbb628.pdf

Regulatory Filings

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Level 2, 16 Altona Street West Perth WA 6005 Ph: 08 9482 0500 Fx: 08 9482 0505 Email: [email protected] www.emeraldoilandgas.com

5 July 2007

Centralised Company Announcements Platform Australian Stock Exchange 10th floor, 20 Bond Street Sydney NSW 2000

PANDURA PROJECT - PARTICIPATION TERMS

Emerald Oil & Gas NL ("Emerald") is pleased to announce it has reached a fresh agreement with Daytona Energy Corporation ("Daytona") in relation to Emerald's participation in the Pandura project located in Webb County Texas, USA. In addition Emerald and Daytona have agreed to terms in relation to the 750,000 Emerald shares previously issued to Daytona.

Under the agreed terms:

  • Emerald is to pay 21.1875% of the dry hole cost and 15.75% of $\bullet$ the completion costs of the Kathleen Marie $#2$ well to earn a 15.0% working interest post completion in the Pandura leases.
  • If the Kathleen Marie #2 well is spudded by 30 September 2007, then Daytona will retain 500,000 of its Emerald shares.
  • If the Kathleen Marie #2 well is spudded after 30 September 2007 but before October 15, 2007, Daytona will retain 250,000 of its Emerald shares.
  • If the Kathleen Marie #2 well is not spudded by October 15 2007, all 750,000 Emerald Shares held by Daytona will be surrendered.

Emerald is pleased to have agreed these terms which, combined with the now significantly reduced drilling costs present a very attractive value proposition for this advanced exploration project.

Formal documentation is currently being finalised to bring the above agreed terms to effect.

Under the terms outlined above Daytona has agreed that 250,000 of its shares will be cancelled upon completion of formal documentation. The remaining 500,000 shares will be voluntarily escrowed until satisfaction of Daytona's obligations in spudding the Kathleen Marie #2 well on the Pandura project, as set out above. Should Daytona not spud the well by October 15, 2007, then the remaining 500,000 shares will also be cancelled.

An Appendix 3B is attached.

For more information please contact:

Tel: +618 9482 0510 Emerald Oil & Gas NL

JOHN HANNAFORD Executive Director - Finance íhannaford@emeraldoílandgas.com

BOB BERVEN Executive Director - Technical [email protected]

About the Pandura Project

The Pandura prospect is located in the centre of the Lobo Gas Trend in Webb County, Texas, near the US / Mexican border. It lies within the Maria H. Llanos gas field. The Kathleen Marie #2 well is a "step-out development well" rather than an exploratory well. The main target of this test is the "6400 sand" which is probably stratigraphically equivalent to what is usually termed the "Lobo 1 Sand". Secondary targets include Lobo 3 and Lobo 6 sand packages as well as the underlying Navarro Sand.

The Maria H. Llanos gas field, discovered in 1976, lies adjacent to the Rio Grande River and extends across the river into Mexico. It lies adjacent to the Laredo field which has produced 740BCF of gas and 4MMB condensate since its discovery in 1976. On the Mexican side, Pemex is still developing their Pandura, Corindon, and Oasis gas fields which produce from both the Lobo and deeper Navarro sands. These fields were discovered in 1972 and were the precursor to Lobo discoveries on the US side in 1973. Production from the adjacent Mexican fields is reported to be over 300BCF with individual well flow rates ranging from <1 to over 10MMCFgas per day.

The Company's independent expert, Mary Ginzel gave the Kathleen Marie #2 well a greater than 80% probability of success in the Company's March 2006 prospectus. The Lobo Gas Trend itself is a proven play that has been developed continually from its discovery on the Mexican side of the border in 1970 and its first discovery on the US side in 1973. A first successful well will lead to further development of the gas accumulation and could entail as many as seven additional wells based on the current accepted spacing. Total reserves for the primary 6400 Sand could exceed 13 BCF of gas. Should secondary targets be present, reserves could exceed 20 BCF of gas.

About Emerald Oil & Gas NL

Emerald Oil & Gas NL (ASX: EMR; EMRO) was listed on the ASX in June 2006, raising \$4 million. Emerald is an oil and gas exploration and production company with project interests in North Dakota and Texas in the USA and in the Canning Basin of Western Australia. Emerald's focus is on conventional reservoir targets for oil and gas prospects and its primary objective is to achieve near term production and cashflow to build shareholder value and provide funds to fuel further growth. Emerald's strategy is to take modest but meaningful positions in low risk exploration projects that can be swiftly brought into production.

Information in this announcement pertaining to exploration potential was compiled by Robert Berven, Emerald Oil & Gas NL's Technical Director who is a Member of the Australasian Institute of Mining and Metallurgy and the American Association of Petroleum Geologists CPG # 2498.

Statements regarding Emerald's plans with respect to its petroleum properties are forward-looking statements. There can be no assurance that Emerald's plans for development of its petroleum properties will proceed as currently expected. There can be no assurance that Emerald will be able to confirm the presence of additional petroleum deposits, that any discovery will prove to be economic or that an oil or gas field will successfully be developed on any of Emerald's petroleum properties.

Rule 2.7, 3.10.3, 3.10.4, 3.10.5

Appendix 3B

New issue announcement. application for quotation of additional securities and agreement

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX's property and may be made public.

Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.

Name of entity

Emerald Oil & Gas NL

ABN

72 009 795 046

We (the entity) give ASX the following information.

Part 1 - All issues You must complete the relevant sections (attach sheets if there is not enough space).

  • $\mathbf{I}$ +Class of +securities issued or to be issued
  • Number of +securities issued or to $\overline{2}$ be issued (if known) or maximum number which may be issued
  • Principal terms of the +securities 3 (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if securities. +convertible the conversion price and dates for conversion)

Do the +securities rank equally in 4 all respects from the date of allotment with an existing ÷class of quoted +securities?

If the additional securities do not rank equally, please state:

  • the date from which they do
  • · the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
  • the extent to which they do not $\bullet$ rank equally, other than in relation to the next dividend, distribution or interest payment

$\mathcal{S}$ Issue price or consideration

  • 6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)
  • $\overline{\mathcal{I}}$ Dates of entering +securities into uncertificated holdings or despatch of certificates
  • Number and ÷class of all 8 ÷securities quoted on ASX (including the securities in clause 2 if applicable)
Number $\overline{+}$ Class


Number
Class
--------------------- --
9 Number
+class
οf
and
all
+securities not quoted on ASX
(including the securities in clause
2 if applicable)
$\overline{10}$ Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests)
Part 2 - Bonus issue or pro rata issue
$\mathsf{H}$ holder
ls.
security
approval
required?
12 Is the issue renounceable or non-
renounceable?
13 Ratio in which the $\pm$ securities will
be offered
14 +Class of +securities to which the
offer relates
15 +Record
date
determine
to
entitlements
16 Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
17 Policy for deciding entitlements in
relation to fractions
18 Names of countries in which the
entity has +security holders who
will not be sent new issue
documents
Note: Security holders must be told
how their entitlements are to be
dealt with.
Cross reference: rule 7.7.
19 Closing
date
for receipt
of
acceptances or renunciations
20 Names of any underwriters

$+$ See chapter 19 for defined terms.

  • 21 Amount of any underwriting fee or commission
  • 22 Names of any brokers to the issue
  • 23 Fee or commission payable to the broker to the issue
  • 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of +security holders
  • 25 If the issue is contingent on *security holders' approval, the date of the meeting
  • 26 Date entitlement and acceptance form and prospectus or Product Disclosure Statement will be sent to persons entitled
  • 27 If the entity has issued options, and the terms entitle option holders to participate on exercise, the date on which notices will be sent to option holders
  • Date rights trading will begin (if 28 applicable)
  • 29 Date rights trading will end (if applicable)
  • 30 How do +security holders sell their entitlements in full through a broker?
  • 31 How do +security holders sell part of their entitlements through a broker and accept for the balance?
  • 32 How do *security holders dispose of their entitlements (except by sale through a broker)?
  • 33 ÷Despatch date

Part 3 - Quotation of securities

You need only complete this section if you are applying for quotation of securities

  • 34 Type of securities $(iick one)$
  • $(a)$ Securities described in Part 1
  • $(b)$ Y All other securities

Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities

Entities that have ticked box 34(a)

Additional securities forming a new class of securities

Tick to indicate you are providing the information or documents

35 If the +securities are +equity securities, the names of the 20 largest holders of the additional +securities, and the number and percentage of additional +securities held by those holders

36 If the +securities are +equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories $1 - 1,000$ $1,001 - 5,000$ $5,001 - 10,000$ $10,001 - 100,000$ 100,001 and over

37 $\Box$ A copy of any trust deed for the additional +securities

Entities that have ticked box 34(b)

-38 Number of securities for which 750,000
+quotation is sought
39 Class of $\div$ securities for which Ordinary Shares
quotation is sought

+ See chapter 19 for defined terms.

  • Fully paid Ord Shares ranking equally with 40 Do the +securities rank equally in all respects from the date of existing Ord shares. allotment with an existing +class of quoted +securities? If the additional securities do not rank equally, please state: the date from which they do the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment 41 Reason for request for quotation End of Restriction period now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security) Number *Class Number and +class of all +securities $\sqrt{50,976,255}$ $Ord$ 42 quoted on ASX (including
  • securities in clause 38)
the 35,605.739 Listed Options
exercisable at 20 cents
each on or before 31
May 2008
----- ------------ -------------------------------------------------------------------------------

Ouotation agreement

  • $\mathbf{I}$ *Quotation of our additional *securities is in ASX's absolute discretion. ASX may quote the 'securities on any conditions it decides.
  • $\overline{2}$ We warrant the following to ASX.
  • The issue of the *securities to be quoted complies with the law and is not $\bullet$ for an illegal purpose.
  • There is no reason why those "securities should not be granted *quotation.
  • An offer of the "securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.

Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty

  • Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any *securities to be quoted and that no-one has any right to return any *securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the "securities be quoted.
  • If we are a trust, we warrant that no person has the right to return the *securities to be quoted under section 1019B of the Corporations Act at the time that we request that the "securities be quoted.
  • $\overline{3}$ We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
  • 4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before +quotation of the 'securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.

_仄朗

Date: 5 July 2007

Sign here:

(Director/Company secretary)

Print name:

John Hannaford

+ See chapter 19 for defined terms.