Asset Transactions Update and Successful Capital Raising
Released
Released
Announcement PDF
ASX Announcement
30 September 2024
Asset Transactions Update and Successful Capital Raising
• Buru terminates the Rafael Shallow and Ungani Farm-in Agreements with Sabre Energy.
• Buru executes binding Term Sheets which secures alternative funding of $3 million for
the Rafael Shallow 1 exploration well, with two entities associated with long-term Buru
shareholders to collectively earn a total 25% interest in a Commercial Discovery and
subsequent Production License.
• Buru retains a 75% interest in the Rafael Shallow 1 exploration well and 100% interest
in the Ungani Oilfield.
• Buru successfully completes an oversubscribed and scaled back share placement of $6.7
million (before costs) at 6.2 cents per share which was strongly supported by
institutional and professional investors and directors1.
• Placement provides funding towards the commercialisation of the Rafael Gas Project,
drilling of the Rafael Shallow 1 exploration well, and restarting of the Ungani Oilfield.
• Buru executes drilling contract with Silver City Drilling (SCD) for Rafael Shallow 1. SCD
Rig 24 has mobilised and is preparing to commence drilling in October 2024.
Buru Energy Limited (Buru or the Company) (ASX: BRU) provides the following update in
relation to the Corporate Asset Transactions recently executed by the Company with Sabre
Energy Pty Ltd (Sabre).
Following lengthy discussions, Sabre failed to meet their financial obligations under the Rafael
Shallow Farm-in Agreement (FIA) announced on 5 August 2024.
Buru and Sabre have therefore executed agreements to terminate both the Rafael Shallow and
Ungani FIAs. Pursuant to those termination agreements, Buru and Sabre release, waive, and
discharge each other from any and all claims, liabilities or demands arising out of, or relating to
the FIAs.
Buru is pleased to announce that it has executed binding Term Sheets for alternative funding of
$3 million for the Rafael Shallow 1 well with two entities associated with long-term Buru
shareholders. They have entered into separate farm-in transactions with Buru to earn a total
25% interest in the Rafael Shallow 1 well which has been negotiated largely based on the same
pro-rata farm-in terms as the previous Farm-in Agreement with Sabre. Further details of these
new Transactions are provided in Attachment 1.
Buru is also pleased to announce that it has completed a successful Share Placement, which has
raised a total of $6.7 million (Placement) before costs associated with the Placement.
The Placement was made to mainly new institutional and professional investors who are strongly
supportive of the Company’s progress and direction in the commercialisation of the Rafael Gas
Project, drilling the Rafael Shallow exploration well and restarting the Ungani Oilfield. Buru
Directors have also participated in the Placement subject to shareholder approval1.
A shareholder General Meeting is to be arranged at which Shareholder approval for the shares to
be issued to Directors will be sought.
1
1
Level 2, 16 Ord St West Perth WA 6005
1800 337 330
info@buruenergy.com
ABN 71 130 651 437
Commenting on the asset transactions and the capital raising, Buru’s CEO Thomas
Nador said:
“Despite the challenges faced by Buru due to a third party having failed on their commitments,
the Company continues to demonstrate resilience to safeguard its strategic objectives towards
preserving and growing shareholder value.
Through the strong support of existing shareholders, new institutional and professional investors
and our Directors, Buru is well placed to maintain the development momentum of its foundation
Rafael gas project; the drilling of the high potential Rafael Shallow 1 oil target in the near future
and work toward restarting oil production from the Ungani Oilfield.”
Use of Proceeds
The funds raised will supplement Buru’s existing cash reserves and provide support for the
following activities:
Activity
Use of Proceeds
Prepare for Rafael 1 well testing/completion and Rafael B drilling in
2025.
Commercialisation of
Rafael Gas Project
Complete SELECT Phase development engineering.
Gas and condensate sales and offtake agreements.
Progress approvals and Native Title negotiations.
Drill Rafael Shallow 1
Exploration Well
Drill Rafael Shallow oil prospect. Commence drilling in October
2024.
Restart of Ungani
Oilfield
Develop new potential Ungani crude oil offtake pathways and
prepare for restart of the Ungani Oilfield production.
Placement Details
The Placement price of $0.062 per share represents a 17.3% discount to the closing Buru trading
price on 25 September 2024 and a 19.7% discount to the 5-day VWAP up to the last trading date
prior to this announcement.
The Placement shares totaling 102,983,879 are expected to be issued on 4 October 2024 under
the Company’s placement capacity pursuant to ASX Listing Rule 7.1 and 7.1A. A further
5,080,646 shares are planned to be issued to two Buru Directors and are subject to Shareholder
approval which will be sought at a General Meeting planned to be held in early November 2024.
The new shares issued under the Placement will rank equally with existing Buru shares.
2
Level 2, 16 Ord St West Perth WA 6005
1800 337 330
info@buruenergy.com
ABN 71 130 651 437
The key indicative dates for the Placement are as follows:
Event
Date
Announcement of Placement and re-commencement of trading
of Buru shares
Monday, 30 September 2024
Settlement of the Placement
Thursday, 3 October 2024
Issue of Placement shares
Friday, 4 October 2024
General Meeting to approve Director participation in the
Placement
Early November 2024
Wilsons Advisory and Wallabi Group acted as Joint Lead Managers for the placement to new
institutional and professional investors.
Authorisation
This ASX announcement has been authorised for release by the Board of Buru Energy.
For further information, visit www.buruenergy.com or contact:
Thomas Nador, Chief Executive Officer
Telephone: +61 8 9215 1800
Freecall:
1800 337 330
Email:
info@buruenergy.com
3
Level 2, 16 Ord St West Perth WA 6005
1800 337 330
info@buruenergy.com
ABN 71 130 651 437
Attachment 1
Details of the new Transactions in accordance with ASX Guidance Note 8
A. Parties to each Agreement are:
(i) Twinsouth Transaction
Buru Energy Limited (Buru)
Buru Canning Gas Pty Ltd (Buru Canning)
Twinsouth Holdings Pty Ltd (Twinsouth)
(ii) Jingie Transaction
Buru
Buru Canning
Jingie Investments Pty Ltd (Jingie)
B. The assets the subject of the Transactions with before and after holdings:
Permit
EP 428
Registered Holders
before Transactions
Buru 50% and Buru
Canning 50%
Permit Type
Exploration Permit
Registered Holders
after Transactions
Buru 50% and Buru
Canning 50%
As part of the two Transactions, Twinsouth and Jingie are granted respective interests
of 15% and 10% in the Rafael Shallow Permit Right (refer below) which is a contractual
right to be registered against the Permit. The registered Permit holders and interests
as between Buru and Buru Canning (collectively the Buru Parties) remain the same.
C. Summary of key contractual matters
Binding Farm-in Term Sheets (Agreements) – Rafael Shallow
1. Both Agreements were executed on 26 September 2024 (Effective Date). This
followed the termination (effective as at 25 September 2024) of the Rafael Shallow
Farm-in Agreement dated 2 August 2024 (and the associated Rafael Shallow joint
venture) between the Buru Parties and Sabre Energy Pty Ltd.
2. Twinsouth and Jingie are granted by the Buru Parties the respective right to a 15%
and 10% interest in any Commercial Discovery (as defined and determined
pursuant to each Agreement) and subsequent production licence resulting from the
Rafael Shallow 1 well (Rafael Shallow Permit Right). The right is limited by
depth to 1,800 metres in terms of producing any hydrocarbons from any Rafael
Shallow development.
3. As from the Effective Date, the Parties have formed the Rafael Shallow Joint
Venture (Joint Venture) with the following respective participating interests:
a.
b.
c.
d.
Buru (37.5%) and Operator
Buru Canning (37.5%)
Twinsouth (15%)
Jingie (10%)
4
Level 2, 16 Ord St West Perth WA 6005
1800 337 330
info@buruenergy.com
ABN 71 130 651 437
The Joint Venture is governed by agreed joint venture principles which will form
the basis of a joint operating agreement (JOA) to be negotiated and entered into
subsequent to the Effective Date.
4. In the event that the Rafael Shallow 1 well (Farm-in Well) does not result in a
Commercial Discovery the Rafael Shallow Permit Right and the Joint Venture
terminate.
5. The respective Farm-in Considerations to be provided by Twinsouth and Jingie are
as follows:
• Twinsouth agrees to pay and incur 30% of the first A$6 million (i.e. A$1.8
million) of any expenditure associated with the Farm-in Well; and
• Jingie agrees to pay and incur 20% of the first A$6 million (i.e. A$1.2 million)
of any expenditure associated with the Farm-in Well.
The Buru Parties will collectively pay and incur 50% of the first A$6 million (i.e.
A$3 million) of any expenditure associated with the Farm-in Well.
Any costs incurred on the Farm-in Well in excess of A$6 million will be paid by the
Parties in accordance with their respective Joint Venture participating interests.
6. In the event of a Commercial Discovery in relation to Rafael Shallow, the Parties
agree to negotiate and enter into a Coordination Agreement that provides for the
potential co-development and shared production licence in relation to Rafael
Shallow and the Rafael 1 gas/condensate discovery.
D. Commercial implications
Apart from the respective Farm-in Considerations, Twinsouth and Jingie will fund their
respective share of operator costs in relation to any future Rafael Shallow Joint Venture
operations after the Farm-in Well.
E. Other matters
The Transactions do not involve the issue of shares or changes to the Board or
management of Buru and its wholly owned subsidiaries.
5
Level 2, 16 Ord St West Perth WA 6005
1800 337 330
info@buruenergy.com
ABN 71 130 651 437
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