NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS)
FUND RAISING
Description
HIBISCUS PETROLEUM BERHAD (“HIBISCUS PETROLEUM” OR “COMPANY”)
• Proposed Private Placement of New Convertible Redeemable Preference Shares
• Proposed Reclassification of Authorised Share Capital
• Proposed Amendments to the Memorandum and Articles of Association
On behalf of the Board of Directors of Hibiscus Petroleum, Hong Leong Investment Bank Berhad wishes to announce that the Company proposes to undertake another new issuance of convertible redeemable preference shares of RM0.01 each in Hibiscus Petroleum ("CRPS") as follows:
(i) anissuance of up to 500,000,000 new CRPS (“NewCRPS”) at an issue price of RM1.00 per New CRPS through a privateplacement exercise without prospectus (“ProposedPrivate Placement of New CRPS”);
(ii) reclassification of authorised sharecapital of Hibiscus Petroleum from RM50,000,000.00 comprising 4,690,000,000Ordinary Shares of RM0.01 each (“Hibiscus Petroleum Shares”), 100,000,000Redeemable Convertible Preference Shares of RM0.01 each (“RCPS”) and210,000,000 CRPS of RM0.01 each to RM50,000,000.00 comprising 4,190,000,000 HibiscusPetroleum Shares, 100,000,000 RCPS, 210,000,000 CRPS and 500,000,000 New CRPS (“Proposed Reclassificationof Authorised Share Capital”); and;
(iii) amendments to the Memorandum and Articles of Associationof Hibiscus Petroleum in respect of the issuance of the New CRPS pursuant tothe Proposed Private Placement of New CRPS and Proposed Reclassification of AuthorisedShare Capital (“Proposed Amendments”),
Please refer to the attached file for further details on the Proposals.
HIBISCUS PETROLEUM BERHAD Particulars of Substantial Securities Holder
Name
Johann Herbert Schneider
Address
Dufourstrasse 121, Postfach 1944, CH-9001 St. Gallen, Switzerland
NRIC/Passport No/Company No.
X4920665
Nationality/Country of incorporation
Swiss
Descriptions (Class & nominal value)
Ordinary shares of RM0.01 each
Name & address of registered holder
Citigroup Nominees (Asing) Sdn Bhd
Exempt An for Citibank NA, Singapore (Julius Baer)
SFS-DCC MY
Level 3 CAP Square Tower
10 Jalan Munshi Abdullah
50100 Kuala Lumpur
Date interest acquired & no of securities acquired
Currency
Malaysian Ringgit (MYR)
Date interest acquired
04/10/2013
No of securities
9,340,659
Circumstances by reason of which Securities Holder has interest
Pursuant to the conversion of convertible redeemable preference shares to ordinary shares
NEW ISSUE OF SECURITIES (CHAPTER 6 OF LISTING REQUIREMENTS)
FUND RAISING
Description
PROPOSED PRIVATE PLACEMENT OF SHARES
On behalf of the Board of Directors of Hibiscus Petroleum Berhad (the "Company"), AmInvestment Bank Berhad wishes to announce that the Company is proposing to undertake a private placement of up to 56,537,561 new ordinary shares of RM0.01 each in the Company (“Shares”) (“Placement Shares”) (“Proposed Private Placement of Shares”).
Further details of the Proposed Private Placement of Shares are set out in the attachment below.
Press Release - Carnarvon Hibiscus Receives Approval for Field Development Plan and Offered Production Licence
We are pleased to attach herewith a press release dated 14 November 2013 entitled“Carnarvon Hibiscus Receives Approval for Field Development Plan and Offered Production Licence”
Press Release - Hibiscus Petroleum’s Jointly Controlled Entity, Lime Norway, Receives Approval From The Norwegian Ministry Of Petroleum And Energy To Acquire 2 Additional Licenses
Reference is made to the announcements dated 10 April 2012, 4 May 2012, 18 September 2012, 14 February 2013, 22 March 2013, 18 April 2013 and 3 September 2013 in respect of the Transaction Agreements executed on 2 May 2012 between Lime Petroleum Plc and North Energy ASA, and the revised agreement executed on 17 April 2013.
We are pleased to attach herewith a press release dated 18 November 2013 entitled “Hibiscus Petroleum’s Jointly Controlled Entity, Lime Norway, Receives Approval From The Norwegian Ministry Of Petroleum And Energy To Acquire 2 Additional Licenses ”
Press Release - Hibiscus Petroleum’s Jointly-Controlled Entity Spuds First Well in Oman
We are pleased to attach herewith a press release dated 25 November 2013 entitled “Hibiscus Petroleum’s Jointly-Controlled Entity Spuds First Well in Oman ”
Press Release - Carnarvon Hibiscus Awarded Production Licence VIC/L31 For West Seahorse
We are pleased to attach herewith a press release dated 5 December 2013 entitled “Carnarvon Hibiscus Awarded Production Licence VIC/L31 For West Seahorse”
We are pleased to attach herewith a press release dated 5 December 2013 entitled “Hibiscus Petroleum’s Jointly-Controlled Entity, Lime Norway, Acquires 7th Licence in Norway ”
HIBISCUS PETROLEUM BERHAD (“HIBISCUS PETROLEUM” OR THE “COMPANY”)
• Result from Block 50 Oman Drilling
HIBISCUS Petroleum Berhad (“Hibiscus Petroleum” or the “Company”) wishes to announce that Masirah Oil Limited, a jointly-controlled entity of Lime Petroleum Plc, suspended (on 19 December 2013), for safety reasons, its 1st exploration well, Masirah North North #1 (“MNN #1”) in Block 50 Oman for further evaluation. The MNN #1 well was drilled to a total depth of approximately 1,000 metres below mean sea level. Mud losses in two carbonate sections of the well preventedMasirah Oil Limited from reaching its planned target depth.
A comprehensive data acquisition, coring and logging programme of the formations that were drilled was completed on 21 December 2013.
Data analysis indicates presence of non-commercial hydrocarbons.
Datasets acquired from the coring and logging programs are now being utilised to refine the geological understanding of the area. In addition, the information acquired has assisted all partners in the Oman Block 50 project to identify a 2nd exploration well as the next drilling location. It is anticipated that drilling at this location will commence within the next two weeks.
This announcement is dated 24 December 2013.
Type
Announcement
Subject
OTHERS
Description
Press Release - Outcome of Maiden Well Drilled in Oman
Please find attached a press release dated 24 December 2013 entitled “Outcome of Maiden Well Drilled in Oman”.
Reply to Bursa Malaysia's Query Letter - Reference ID
IJ-131226-34446
Subject
Results from Block 50 Oman Drilling
Description
Reply to Bursa Securities' Query Dated 26 December 2013
Further to its announcement on 24 December 2013, Hibiscus Petroleum Bhd (“Hibiscus”) would like to clarify the following :-
1. Financial impact to the Hibiscus Group arising from the MNN #1 well result under Block 50 Oman concession
Masirah Oil Limited (“Masirah”), the entity which holds rights to the Block 50 concession, is held byLime Petroleum Plc (“Lime”) (64%) and Petroci Holding (36%). Hibiscus holds 35% in Lime. Hibiscus accounts for its 35% interest in Lime as Investment in Joint Venture in its consolidated Statement of Financial Position and recognises its share of Lime’s profit or loss in its consolidated Income Statement.
The total estimated costs incurred by Masirah for the MNN #1 well recently drilled is approximately USD18.3 million (RM60 million). Hibiscus and Lime have both adopted the full cost method of accounting wherein oil and gas expenditure incurred is accumulated in respect of each identifiable area of interest and capitalized (and not expensed) to the extent certain conditions are satisfied 1.
In this instance, the area of interest is the Block 50 Oman concession, and in line with the adopted accounting policy, we believe that Lime would be capitalizing the costs of the MNN #1 well and would not be writing off the cost to its Income Statement at this stage. Until and unless the area is abandoned (and as there are no plans to abandon the area currently), there is no requirement for costs to be written off. In this event, Hibiscus would not be recognizing its share of the cost of the MNN #1 well in its Income Statement at this time.
In addition, exploration and evaluation(“E & E”) assets are assessed for impairment when facts and circumstances suggest that the carrying amount of an E & E asset may exceed its recoverable amount. For Lime/Masirah, as there is a plan to drill a second well in the near future, and with the existence of other prospects within the Block 50 Oman concession, at this stage, we believe that it is too premature to conclude on potential impairment, if any. The impact of the MNN #1 well result on the impairment assessment will be fully evaluated by Lime/Masirah and the results will be disclosed in Lime’s audited consolidated financial statements for the financial year ending 31 December 2013. Hibiscus would then account for impairment losses as part of its share of Lime’s profit or loss, if any.
In relation to its investment in Lime, Hibiscus shall assess the carrying value of its investment with its recoverable amount as at 31 December 2013, in accordance with its accounting policy. The results of its assessment will be disclosed in its next Quarterly Report.
2. Estimated total cost of the second exploration well and sources of funds
The total estimated cost for the second exploration well is expected to be approximately USD25 million (RM83 million). The cost of this well is expected to be fully funded by cash already available in Masirah. The shareholders of Masirah, namely Lime and Petroci Holding, had injected the required funds into Masirah prior to the commencement of the 2-well drilling programme in Oman. It should be noted that the second well is subject to the approval of the relevant regulatory authorities in Oman.
Footnote :-
1 These conditions include :-
o the rights to tenure of the area of interest are current; and
o at least one of the following conditions are also met:
i. the exploration and evaluation (“E & E”) expenditures are expected to be recouped through successful development and exploitation of the area of interest, or alternatively, by its sale; and
ii. E & E activities in the area of interest have not at the reporting date reached a stage which permits reasonable assessment of the existence or otherwise of economically recoverable reserves, and active and significant operations in, or in relation to, the area of interest are continuing.
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