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TALIUS GROUP LIMITED — Capital/Financing Update 2009
Aug 11, 2009
65893_rns_2009-08-11_5494bb5f-9cd2-45bb-8d7b-8419e90bfa42.pdf
Capital/Financing Update
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PROPOSED LISTED CONVERTIBLE NOTE OFFER
Advance Energy Ltd (“AVD” or “Advance”) is pleased to announce its intention, subject to regulatory and shareholder approval, to issue a new class of security, a listed convertible note, to raise up to $20 million. In due course a Notice of Meeting and a Prospectus will be issued. Further details of this exciting development for Advance are contained below.
AVD STRATEGIC FOCUS
AVD has a team with over 30 years' combined experience in acquiring and optimising international oil and gas assets.
The Board is targeting a market capitalisation in excess of $100 million by the end of 2012. It believes this is achievable by focusing on established fields in Texas, USA that are close to existing infrastructure, and also by buying underperforming assets and re-evaluating existing data to identify and develop untapped recoverable reserves.
By cutting costs, successfully restoring well productivity and undertaking additional drilling to identify further capacity, AVD maximises potential productivity and cash flow, before divesting the asset once it has returned its initial investment.
AVD BUSINESS MODEL
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1. Acquire
4. Exit 2. Develop
3.Produce
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Advance already has a portfolio of producing oil and gas assets centred on the Permian Basin of Texas. Its business model involves the acquisition of producing properties with immediate cash flow but with the potential for enhancement and expansion. When producing assets are acquired, the aim is to increase production by workovers and ongoing enhancement of the producing wells.
Through judicious use of hedging and low-cost debt facilities, AVD aims to achieve payback of its initial acquisition and development costs within 18-36 months before divesting projects at a significant premium.
It is the aim of the company through the successful application of the business model to invest in, and trade producing properties to maximise returns on funds invested.
AVD SUMMARY OF PROPOSED LISTED CONVERTIBLE NOTE TERMS
| Description | Listed Convertible Notes in Advance Energy Ltd, convertible into new fully paid ordinary shares or redeemed for face value upon term expiry |
|---|---|
| Coupon | 9.5% pa payable quarterly in arrears |
| Term | 5 years |
| Issue Size | $20 million |
| Face Value | $1.00 |
| Maximum Number of Convertible Notes |
20,000,000 |
| Minimum Investment | $25,000 |
| Conversion | Convertible at the greater of $0.08 or 15% discount to 30 Day VWAP immediately prior to notice |
| Conversion Period | After 2 years from the issue date, the Note holder will have a biannual opportunity to convert to fully ordinary paid shares in the Company on; • 30 thJune; or • 31 December |
| Redemption | Redeemed Convertible Notes will be redeemed for the face value upon term expiry |
| Special Purpose Investment Vehicle |
For the purpose of the listed Convertible Notes the Company will create a fully owned Special Purpose Investment Vehicle which will own all assets acquired with Convertible Note funds |
| Independent Trustee | The Trustee is responsible for administering the Convertible Notes under the Trust Deed |
| Company Buy Back Option |
The Company may at any time purchase Convertible Notes in the open market, by private treaty or by tender, to be cancelled or re-sold at the option of the Company. |
| Transferring Notes | The Convertible Notes are transferable in accordance with the Trust Deed |
| Official Quotation | The Company will apply to ASX for official quotation of the Convertible Notes |
AVD APPLICATION OF FUNDS
Funds raised will be used to further develop and grow the Company’s profitable operations around an increasing portfolio of producing assets in the Permian Basin of Texas.
The Company offers investors the opportunity to take advantage of accelerating world energy demand in an environment of diminishing supply, via a disciplined strategic focus and deliberate investment approach. Through the application of a successful business model the company aims to maximise project, investor and shareholder returns.
ADVANCE ENERGY LIMITED Proposed Listed Convertible Note Offer ASX CODE: AVD www.advanceenergyltd.com.au
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