Energy Country Review: Complimentary 7-day trial

  • News-alert sign up
  • Contact us

i3 Energy enters Western Canadian Sedimentary Basin following Toscana Energy acquisition

23/06/2020

i3 Energy plc, an independent oil and gas company with assets and operations in the UK, announces the following acquisition update.

Toscana Transaction Highlights:

  • i3 has executed its Option to acquire all of the issued and outstanding common shares of Toscana Energy Income Corporation ("Toscana" or "TEIC"), a TSX-listed oil and gas company
  • TEIC had 2019 year-end 2P Reserves of 4.65 MMboe (53% oil, 47% gas) with a reserve life index of 14.7 years
  • Toscana's 2019 production averaged 1,065 boepd and generated C$5.5 million (US$4mm) in field netback (revenue minus royalties minus opex) from 13 low-decline, long-life conventional fields producing at an average break-even price of C$30.43/boe (US$22.38/boe)
  • TEIC operates 69% of the producing wells in its portfolio at an average net working interest of 67%
  • The total aggregate consideration being paid by i3 for TEIC's debt and equity totals approximately C$3.85 million (US$2.83mm) representing roughly 0.7x Toscana's 2019 field netback, C$3618/boepd (US$2661/boepd), and C$0.83/boe (US$0.61/boe)
  • In March, i3 acquired the rights and interests in Toscana's C$28 million senior and junior debt facilities (which were in default) for C$3.4 million (US$2.5 million), with cash consideration paid 50% up front and 50% at year-end
  • At completion, Toscana shareholders will receive 4,399,224 i3 shares for TEIC's entire share capital, representing dilution of approximately 4% to the Company's current shareholders
  • At the conclusion of the Arrangement Agreement, i3 intends that its enlarged share capital will be listed on the TSX
  • The acquisition is a reverse takeover under the AIM Rules for Companies and is conditional upon the approval of i3's shareholders

Potential Asset Acquisition Highlights:

  • i3 has entered into a non-binding letter of intent (the "Proposed Acquisition") to acquire a package of producing Canadian oil and gas assets (the "Proposed Assets")
  • In 2019, the Proposed Assets produced at over 10,000 boepd and generated over US$34 million in field netback from over 250 net wells across multiple low-decline, long-life, light oil and gas fields
  • Upon completion, the Proposed Assets would add over 25 MMboe PDP and over 65 MMboe 2P to i3's portfolio
  • Cash flow from the Proposed Assets would benefit from TEIC's US$89 million in accumulated tax pools
  • The total proposed consideration to be paid for the Assets under the letter of intent  is just under US$60 million, representing approximately 1.7x 2019 field netback and approximately 2x that forecasted for the next 12 months, ~US$5,500/boepd, and ~US$0.85/boe of 2P reserves
  • As the Proposed Acquisition would also be a reverse takeover under the AIM Rules for Companies, and at i3's request, the Company's shares are being suspended from trading on AIM until i3 either publishes a "Readmission Document" detailing the Proposed Acquisition or provides confirmation that discussions have ceased

Majid Shafiq, CEO of i3 Energy commented:
"In March of this year we announced our entry in to the Western Canadian Sedimentary Basin via an option to acquire Toscana Energy Income Corporation, which was to provide a platform to execute on a strategy for the rapid growth of a Canadian onshore production portfolio via M&A. We announced today the exercise of that option and the entering into of an arrangement agreement to effect that transaction. The acquisition of the Proposed Assets would be the first follow-on transaction in our business plan and, would be transformational for i3, adding material, low-cost per barrel, low-decline production, with significant organic growth optionality."

About Toscana Energy Income Corporation

Toscana Energy Income Corporation is a Toronto Stock Exchange listed oil and gas corporation with assets in the Western Canadian Sedimentary Basin ("WCSB") in Alberta and Saskatchewan, Canada. In its annual reserves report prepared by Sproule Associates, TEIC's wholly owned operating subsidiary, Firenze Energy Ltd., had 2019 year-end 2P reserves of 4.65 MMboe (53% oil, 47% gas) with an after-tax NPV10 of C$40.3 million (US$29.6 million) using Sproule's 31 December 2019 forecast for oil and gas prices. Toscana's 2019 production was approximately 1,065 boepd (55% 32°+ API oil, 45% gas) from 13 low-decline, long-life, conventional fields, containing 255 gross (175 net working interest) producing wells. In 2019, TEIC generated C$5.5 million (US$4 million) in field netback and produced at an average field break-even price of C$30.43/boe (US$22.38/boe). Toscana's portfolio contains a number of low-cost opportunities to enhance production from existing producing fields, in addition to a significant land position atop the Clearwater formation which, by most economic metrics, is a highly-ranked oil play in the WCSB.

KeyFacts Energy: Acquisitions & Mergers news

Tags:
< Previous Next >