Disposal
Aminex PLC
8 August 2001
PROPOSED DISPOSAL OF KOMI INTERESTS
* Aminex announces that it has entered into a conditional agreement to
sell Aminex Production Company Limited ('APCOL') to Acont Enterprises Limited
('AEL'), a wholly-owned subsidiary of OAO Lukoil.
* APCOL's sole asset is a 55% interest in AmKomi, a Russian oil
producing company in the Komi Republic.
* The gross consideration for the transaction will be US$38.5 million
(net US$24.6 million after debt repayment and expenses) resulting in a profit
to the Aminex Group.
* Following the disposal the Aminex Group will be free of all bank debt.
* Aminex will retain a presence in Russia through its investments in
Tatarstan and through its wholly-owned oilfield service company, Ami Tek.
* Available cash to be used for acquisition of interests in new areas
currently under consideration and further development of Aminex's U.S. assets.
Peter Elwes, Aminex Chairman, commented:
'The profitable disposal of the Komi venture highlights the Group's track
record in identifying opportunities, developing them and exiting at an
advantageous stage in the cycle.
The Group intends to use the proceeds of the disposal to refocus its efforts
into new areas currently under evaluation as well as the acceleration of its
active work programme in the U.S., which together should represent a more
efficient use of its capital.'
8 August 2001
Enquiries:
Aminex PLC Tel: 020 7240 1600
Brian Hall, Chief Executive
Old Mutual Securities Tel: 020 7002 4600
Frank Moxon
Davy Stockbrokers Tel: 00353 1 679 6363
Eugenee Mulhern
College Hill Tel: 020 7457 2020
James Henderson
Dennehy Associates Tel: 00 353 1 676 4733
Michael Dennehy
AMINEX PLC
Proposed Disposal of APCOL
Aminex PLC ('Aminex') announces that it has entered into a conditional
agreement to sell Aminex Production Company Limited ('APCOL') to Acont
Enterprises Limited ('AEL'), a wholly-owned subsidiary of OAO Lukoil. APCOL
is a wholly owned subsidiary of Aminex PLC whose sole asset is a 55% interest
in AmKomi, a Russian limited liability company which operates oil producing
properties in the Komi Republic.
The gross consideration for the transaction will be US$38.5 million (which
includes the procurement by AEL of the repayment of the principal amount of
US$7 million outstanding under the International Finance Corporation ('IFC')
facility). The total consideration payable to Aminex will be US$31.5 million,
after debt repayment but excluding related expenses of US$6.9 million.
The disposal requires, inter alia, approval of Aminex shareholders at an
extraordinary general meeting ('EGM'), firstly in view of the size of APCOL
relative to the Aminex Group, and secondly since it constitutes a related
party transaction under the Listing Rules of the UK Listing Authority and the
Irish Stock Exchange (because OAO Komineft, which holds a 10% interest in
AmKomi, is a company controlled by OAO Lukoil). A circular will be posted to
shareholders shortly setting out the notice of the meeting. Irrevocable
undertakings to vote in favour of the resolution to be proposed at the EGM
have been received in respect of 32,767,260 Ordinary Shares representing
approximately 42.8% of the issued share capital.
Information on AmKomi
Aminex acquired a 50% interest in AmKomi through APCOL in January 1994 and
increased this interest to 55% in 1997 through a further contribution of
capital. Other parties holding interests in AmKomi are the Ministry of the
Republic of Komi for the Management of State Property and Privatisation (35%)
and OAO Komineft (10%), a company controlled by OAO Lukoil.
AmKomi is an oil-producing venture with licence interests in the Komi Republic
in north-western Russia. The licences lie in a geological area known as the
Timan-Pechora Basin.
AmKomi holds one exploration licence and production licences for nine oil
fields under which it currently produces around 2,800 bopd. The most
significant of these licences is for the Kirtayel field close to the city of
Pechora. AmKomi has brought three wells on stream at Kirtayel, from which oil
is transported by the regional pipeline system. Aminex's share of reserves
from all AmKomi's licences is calculated to be 32.7 Mmboe. In the year 2000
AmKomi's production was 445,500 bbl of oil with gross sales revenues of US$8.8
million and net profits of US$2.1 million, of which US$1.2 million was
attributable to APCOL. The net assets of AmKomi as at 31 December 2000 were
US$14.2 million.
Background to and reasons for the Disposal
The disposal of these assets to AEL results in a profit to Aminex over and
above revenues earned during the last seven years and enables Aminex to
realise value from its portfolio at an opportune time. Aminex has experienced
many difficulties in Komi over the years, including litigious licence disputes
which have constrained profitability. With higher oil prices, Russian volume
producers now generate large cashflows and are in a strong position to
undertake major developments. As integrated companies they are able to add
value to Russian producing ventures such as AmKomi through downstream
operations in the domestic petroleum products market in a way that a foreign
independent cannot. As a consequence, the position of foreign independents is
less strong than before while the competitiveness of Russian producers has
been considerably strengthened.
These factors, including market conditions which enable Aminex to exit from
Komi on favourable terms as well as the opportunities for Aminex elsewhere,
provide a strong logic for disposal of the Komi interests.
Terms of the Disposal
Under the terms of the agreement announced today Aminex has agreed to sell
APCOL to AEL for a gross consideration of US$38.5 million, out of which the
AEL has agreed to procure AmKomi to repay the IFC the US$7 million drawn down
under the IFC facility. Accordingly, the Aminex Group will receive US$31.5
million before expenses.
Financial effects of the Disposal, use of the proceeds and Group Strategy
The disposal of APCOL will, your Board believes, enable Aminex to refocus its
efforts into more profitable areas. Following completion, Aminex will receive
approximately US$24.6 million in cash (net of expenses of approximately US$6.9
million, including US$5.8 million to Lapis Capital Limited in consideration
for services provided or to be provided).
Funds will be invested to enable Aminex to accelerate development of its
inventory of oil and gas leases, particularly in Texas and Louisiana, without
the need to enter into farm-out arrangements. Aminex USA was the main
contributor to Group profits in 2000, largely due to sharp increase in demand
for gas in the USA. Aminex will also vigorously pursue acquisition
opportunities for oil and gas reserves which meet the Board's strategic and
geographic criteria. A number of investment opportunities are being actively
pursued.
It is the Board's intention that the net proceeds of the disposal will be
reserved for these activities. Until fully invested, the balance of the
proceeds will be used for general working capital purposes.
Following the disposal Aminex will retain a presence in Russia through its
shareholding in Ideloil, an oil and gas company in Tatarstan, where there is
scope for expansion, and through its wholly-owned oilfield service company Ami
Tek.
The Aminex Board believes that the disposal will generate a profit to the
Group of approximately US$5.4 million.
Current trading and Continuing Group prospects
Since the publication of the Annual Report and Accounts on 25 May 2001,
Aminex's operations in Tatarstan and the American states of Texas and
Louisiana have been trading both satisfactorily and profitably. Tatarstan and
the USA each contributed significantly to Group earnings in the year to 31
December 2000.
The cash resources that will be available to the Aminex Group following the
disposal ('the Continuing Group') will provide financial flexibility and
enable it to pursue opportunities, as detailed above, that otherwise would not
be possible. For this reason, the Aminex Board believes that the Continuing
Group's financial prospects will be further enhanced by the disposal. The
trading prospects of the Continuing Group are dependent on oil and gas prices
and assuming that they remain at current levels the Directors believe that
trading will continue to be satisfactory during the current financial year.
Summary and Outlook
The profitable disposal of AmKomi highlights the Group's track record in
identifying opportunities, developing them and exiting at an advantageous
stage in the cycle. The Group intends to use its cash revenues to further
develop its existing portfolio and to acquire positions in new geographic
areas where it can add value and realise significant long-term potential. The
Board believes that the Group's prospects will be further enhanced by the
disposal of APCOL.