ERHC 2010 AGM Management Presentation
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Transcript of ERHC 2010 AGM Management Presentation
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2010 ERHC 2010 ERHC Management PresentationManagement Presentation
Annual Shareholder’s MeetingERHC Energy Inc.
April 27, 2010
Cautionary StatementCautionary Statement
Statements during this meeting may concern ERHC Energy Inc.’s future operating milestones, future drilling operations, the planned exploration and appraisal program, future prospects, future investment opportunities and financing plans, future shareholders’ meetings and related proceedings, as well as other matters that are not historical facts or information. Such statements are inherently subject to a variety of risks, assumptions and uncertainties that could cause actual results to differ materially from those anticipated, projected, expressed or implied. A discussion of the risk factors that could impact these areas and the Company’s overall business and financial performance can be found in the Company’s reports and other filings with the Securities and Exchange Commission. These factors include, among others, those relating to the Company’s ability to exploit its commercial interests in the JDZ and the exclusive territorial waters of São Tomé and Príncipe, general economic and business conditions, changes in foreign and domestic oil and gas exploration and production activity, competition, changes in foreign, political, social and economic conditions, regulatory initiatives and compliance with governmental regulations and various other matters, many of which are beyond the Company’s control. Given these concerns, investors and analysts should not place undue reliance on these statements. Each of the above statements speaks only as of the date of this press release. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statement to reflect any change in the Company’s expectations with regard thereto or any change in events, conditions or circumstances on which any of the above statements is based.
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What We Will CoverWhat We Will Cover
• Financial highlights• Update on Joint Development Zone• Update on Sao Tome & Principe Exclusive Economic
Zone• Update on acquisition/growth strategy• Update on AIM listing• Questions
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2009 Financial Highlights2009 Financial Highlights
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G&A Expenses DownG&A Expenses Down(in thousands)(in thousands)
General and administrative expenses for the FY 2009 were $4.2 million (Q1 2010 totaled $809,533)
Cash and Cash Cash and Cash Equivalents Equivalents (in thousands)(in thousands)
Cash and cash equivalents at the end of FY 2009 totaled $22.4 million ($21.5 million at end of Q1 2010)
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Nigeria-Sao Tome & Principe Nigeria-Sao Tome & Principe JDZ UpdateJDZ Update
JDZ Exploration and JDZ Exploration and AnalysisAnalysis
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JDZ
• Five-well drilling campaign completed
• Interesting drilling results with hydrocarbons encountered
• Analysis of information gathered continuing
Phase I Extension
• To do list:– Further probe into controlling elements in the hydrocarbon
accumulation based on seismic data and drilled well data– Re-evaluate geologic conditions for petroleum accumulation in
JDZ Block 2– Estimate resources of undrilled traps and evaluate drillable
trap(s)– Analyze economic feasibility of developing the oil/gas reservoir– Propose the way forward
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An Aggressive CampaignAn Aggressive Campaign
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JDZ Block 2JDZ Block 2
Block 2 – BomuBlock 2 – Bomu
• The well was drilled on time and budget (+<5%)
• Pre-drill 13 individual sands were identified
• Well was drilled to a total depth of 3,580 meters
• Post-drill 8 were found to contain gas
• At the present time there is not enough hydrocarbon resource for a stand-alone development
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JDZ Block 3JDZ Block 3
Block 3 – Lemba Block 3 – Lemba
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• The well was drilled on time and below budget
• Well was drilled to a total depth of 3,758 meters
• Pre-drill 8 individual sands were identified as prospective
• 2 were found to contain biogenic methane gas
• An additional prospect is currently being evaluated
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JDZ Block 4JDZ Block 4
Block 4 Kina Block 4 Kina Oki East Oki East MalanzaMalanza
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• All wells drilled on time, budget and to planned depths
• Kina – gas discovered in multiple sands
• Oki East – gas discovered in multiple sands
• Interpretation and integration of geological and drilling data from the wells is ongoing
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Sao Tome & PrincipeSao Tome & PrincipeEEZ UpdateEEZ Update
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DRSTP EEZ StatusDRSTP EEZ Status
• ERHC exercised its preferential rights
• Awarded EEZ Blocks 4 and 11• Signature bonus free• Expect to enter into negotiations
on Production Sharing Contracts• Will consider bidding for two
further 15% interests
EEZEEZ
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Sao Tome & Principe Sao Tome & Principe EEZEEZ
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DRSTP EEZ Block 4DRSTP EEZ Block 4
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DRSTP EEZ Block 11DRSTP EEZ Block 11
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Acquisition/Growth Acquisition/Growth Strategy UpdateStrategy Update
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ERHC Growth StrategyERHC Growth Strategy
• Strategy is to assemble a diversified portfolio of West African O&G assets
• Currently pursuing a number of West African O&G investments opportunities
• AIM listing will enhance ERHC’s ability to secure acquisition funding
• Principal assets remain the JDZ and the EEZ interests
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AIM Listing UpdateAIM Listing Update
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BackgroundBackground
• ERHC commenced the process of seeking a listing on the AIM in January 2010
• Strategy agreed with Strand Hanson
• Important steps necessary before ERHC’s planned AIM admission
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AIM OverviewAIM Overview
• A respected and well regulated market • Among world’s leading markets for growing companies • More than 3,000 companies have collectively raised +
$90 billion• A reputation for fostering O&G companies ±100 listed • Good analyst coverage of the O&G sector and a deep
understanding of the “African” opportunity and risks
Familiar with African O&G Industry
• ERHC is among a couple OTC-listed companies focused on Africa’s O&G industry
• AIM has nearly a dozen companies focused on Africa…
– BOWLEVEN– CHARIOT OIL & GAS LTD– COVE ENERGY PLC – DOMINION PETROLEUM LTD– GASOL– GLOBAL PETROLEUM
– PROVIDENCE RESOURCES– RANGE RESOURCES– SIRIUS PETROLEUM– TOWER RESOURCES– VICTORIA OIL & GAS
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Recent O&G AIM Recent O&G AIM Fund RaisingsFund Raisings
• Recent AIM fund raisings by African focused O&G companies:– Afren $175m in November 2009– Bowleven $113m in June 2009– Cove Energy $68m in September 2009 & $38m in
March 2010– Dominion Petroleum $50m in March 2010
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RationaleRationale
• Enhance shareholder value by:– Attracting institutional investors – Reaping the benefits of being quoted and traded at the
heart of the international finance community– Many reputable brokers do not trust OTCBB companies
• ERHC lacks attributes to attract AMEX, NASDAQ interest
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AIM Listing ProcessAIM Listing Process
• Appoint sponsor and other advisors
• Complete strategy and plan of action
• Prepare admission documentation
• Undertake due diligence
• Complete Exchange Offering
• Admission
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AIM Listing Advisors
• Strand Hanson – NOMAD and Sponsor - www.strandhanson.co.uk
• Grant Thornton – Reporting Accountant - www.grant-thornton.co.uk
• Duane Morris – Company Legal Advisor - www.duanemorris.com
• Hunton & Williams – NOMAD Legal Advisor - www.hunton.com
• CPR to be prepared by Netherland Sewell – www.netherlandsewell.com
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RecommendationsRecommendations
• Establish a new subsidiary for AIM (ERHC Energy plc)
• Seek shareholder approval of exchange of existing stock for AIM shares
• List ERHC Energy plc on AIM
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Initial StructureInitial Structure
97.5%
2.5%
2.5%
2.5%
ERHC Energy Nigeria JDZ Block 2 Ltd.
ERHC Energy JDZBlock 4 Ltd.
ERHC Energy NigeriaJDZ Block 3 Ltd.
ERHC Energy (Cayman) Ltd.
ERHC Energy, Inc.
100%97.5%
97.5%
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Pre AIM Pre AIM Corporate StructureCorporate Structure
ERHC Energy(BVI) Ltd.
ERHC Energy (Cayman) Ltd.
ERHC Energy, Inc.
100%
ERHC Energy plc
100%
To be listed
on AIM
Newlyestablished
intermediate holdingcompany registered
in Jersey, GBOwns 100% of
ERHC Energy Nigeria - JDZ Block 2 Ltd- JDZ Block 3 Ltd- JDZ Block 4 Ltd
Will ownERHC’s
EEZ assets
723,030,444 issued shares
723,030,444 issued shares
Exchange OfferExchange Offer
If Exchange Offer is approved by a vote of shareholders at an Extraordinary General Meeting (EGM) then:
– Shareholders of record would have the opportunity to exchange all or a portion of their current shares for shares in ERHC Energy plc
– Exchange would be on a one-for-one basis– Exchanged ERHC.OB shares will be held in “treasury”
prior to being cancelled
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Participation VoluntaryParticipation Voluntary
• Participation in the Exchange Offer is voluntary
• According to Company’s advisors, an exchange of shares would result in no unfavorable tax consequences to those participating (check with your tax advisor)
No Change in Total No Change in Total Share CountShare Count
The total number of shares before and after the Exchange will be the same, for example:
– Today: there are 723,030,444 issued ERHE.OB shares– If 600 million shares are exchanged, there would be 123,030,444
issued shares of ERHE.OB outstanding after the Exchange– ERHC.OB will own 123,030,444 shares of ERHC Energy plc– The total number of ERHC Energy plc shares will be 723,030,444– The Exchange Offer does not result in any shareholder value dilution
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Special Shareholder’s Special Shareholder’s MeetingMeeting
• Exchange Offer is contingent on admission of ERHC Energy plc to AIM
• Current shareholders will be invited to approve the exchange offer at EGM
• Progression of events:– Post proxy to shareholders – Hold EGM– If Exchange Offer is approved, offer period commences– Immediately following Exchange Offer period, admission to AIM
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Post-AIM Post-AIM Corporate StructureCorporate Structure
ERHC Energy(BVI) Ltd.
ERHC Energy (Cayman) Ltd.
ERHC Energy, Inc.
100%
ERHC Energy plcTBD%TBD%
Direct Shareholders 100%
Shareholderswho choose not toparticipate in the“exchange offer”
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SummarySummary
• ERHC’s AIM listing process is underway
• An AIM listing will enhance shareholder value:– Help to better reflect true value
– Assist and enable the new acquisitions process– Give ERHC the opportunity to improve its
investment profile
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RecapRecap
• Strong financial base• JDZ results not ready yet• PSC negotiations next for the DRSTP EEZ• Negotiations continue for potential acquisitions• AIM listing and exchange offer to require
shareholder approval
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Question and Answer SessionQuestion and Answer SessionPlease: One question and one follow-
up per person; keep statements to less than two minutes
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An Aggressive CampaignAn Aggressive Campaign
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Area OverviewArea Overview
FROM MABON LIMITED WEBSITE
JDZ Block 3 Second Term TECOM - JDZ Location and Niger Delta Structural Provinces
JDZ Block 3 Second Term TECOM - JDZ Play Type classification