REG - Harbour Energy PLC - Publication of Prospectus

Harbour EnergyAnnouncement

12/06/2024 14:15

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RNS Number : 1747S  Harbour Energy PLC  12 June 2024

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INDIRECTLY, IN OR INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD
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JURISDICTION

 

Harbour Energy plc

("Harbour" or the "Company")

Publication of Circular and Prospectus in connection with proposed acquisition
of Wintershall Dea asset portfolio

12 June 2024

 

Harbour is pleased to announce that it has today, following receipt of
approval from the Financial Conduct Authority (the "FCA"), published its
shareholder circular (the "Circular") and prospectus (the "Prospectus") in
relation to the proposed acquisition of substantially all of Wintershall Dea
AG's upstream oil and gas assets (the "Target Portfolio") (the "Acquisition").
A general meeting of Harbour's shareholders has been scheduled for 5 July 2024
to consider and approve the Acquisition.

 

DeGolyer and MacNaughton ("D&M") have prepared an independent competent
person's report ("CPR") on the Target Portfolio, which is included in full in
the Prospectus. D&M has certified that, as at 31 December 2023, the target
portfolio had 1,117 mmboe 1  (#_edn1) of 2P oil and gas reserves with an
estimated value (NPV10) of $10.5 billion 2  (#_edn2) .  This excludes c.60
mmboe of reserves produced between the effective date of the Acquisition of 30
June 2023 and 31 December 2023. In addition, as at 31 December 2023, D&M
has certified that the Target Portfolio had 1,238 mmboe of 2C contingent
resources 3  (#_edn3) .

 

The publication of the Circular and Prospectus marks another important
milestone towards completion of the Acquisition. In addition, all regulatory,
anti-trust and foreign direct investment approvals continue to progress as
planned. These include approvals from Egypt's Ministry of Petroleum and
Mineral Resources and the European Commission, which were recently received.
Harbour continues to expect the Acquisition to complete during the fourth
quarter of 2024.

 

Harbour has made available copies of the Circular and Prospectus as well as a
presentation summarising the key highlights of the Prospectus on its website
at https://www.harbourenergy.com.

 Enquiries

 Harbour Energy plc                                   +44 (0) 20 3833 2421

 Elizabeth Brooks, Head of Investor Relations

 Brunswick (PR advisors)                              +44 (0) 207 404 5959
 Patrick Handley, Will Medvei

 Financial Advisors on the transaction:

 Barclays (Joint Financial Advisor and Sole Sponsor)  +44 (0) 20 7623 2323
 Michael Powell, Ben Plant

 J.P. Morgan Cazenove (Joint Financial Adviser)       +44 (0) 20 3493 8000
 James Janoskey, Daniel Apa

 Harbour Energy corporate brokers:

 Barclays                                             +44 (0) 20 7623 2323
 Robert Mayhew, Tom Macdonald

 Jefferies                                            +44 (0) 20 7029 8000
 Sam Barnett, Will Soutar

 

 

Important Notice

The release, publication or distribution of this announcement in jurisdictions
other than the United Kingdom may be restricted by law and therefore any
persons who are subject to the laws of any jurisdiction other than the United
Kingdom should inform themselves about, and observe, any applicable
requirements. The information disclosed in this announcement may not be the
same as that which would have been disclosed if this announcement had been
prepared in accordance with the laws and regulations of any jurisdiction
outside of the United Kingdom.

 

This announcement is not intended to, and does not constitute, or form part
of, an offer to sell or an invitation to purchase or subscribe for any
securities or a solicitation of any vote or approval in any jurisdiction. This
announcement does not constitute a prospectus or a prospectus equivalent
document.

 

Disclaimer

Barclays Bank PLC ("Barclays"), which is authorised by the Prudential
Regulation Authority (the "PRA") and regulated in the UK by the FCA and the
PRA, is acting exclusively as joint financial adviser and sole sponsor to the
Company and no one else in connection with the Acquisition and shall not be
responsible to anyone other than  the Company for providing the protections
afforded to clients of Barclays nor for providing advice in connection with
the Acquisition or any other matter referred to herein.

 

J.P. Morgan Securities plc, which conducts its UK investment banking business
as J.P. Morgan Cazenove ("J.P. Morgan Cazenove"), and which is authorised in
the United Kingdom by the PRA and regulated by the PRA and the FCA, is acting
as joint financial adviser exclusively to the Company and no one else in
connection with the Acquisition and will not regard any other person as its
client in relation to the Acquisition and will not be responsible to anyone
other than the Company  for providing the protections afforded to clients of
J.P. Morgan Cazenove or its affiliates, nor for providing advice in relation
to the Acquisition or any other matter or arrangement referred to herein.

 

Jefferies International Limited ("Jefferies"), which is authorised and
regulated in the UK by the FCA, is acting exclusively as corporate broker to
the Company and no one else in connection with the Acquisition and shall not
be responsible to anyone other than the Company for providing the protections
afforded to clients of Jefferies nor for providing advice in connection with
the Acquisition or any other matter referred to herein.

 

 

 1  (#_ednref1) Barrels of oil equivalent (boe) is based on 5,600 cubic feet
per barrel.  2P reserves and 2C contingent resources are provided on a
working interest basis; the component of probable reserves in 2P have not been
risk-adjusted to make them comparable to proved reserves.  2C contingent
resources should not be confused with reserves due to the uncertainty of
development associated with any contingent resource quantity.

 2  (#_ednref2) The valuation is based on D&M's base case price
assumptions, which assumes Brent oil and European gas prices of c.$77/bbl and
$12/mscf in 2024 decreasing to $69/bbl and c.$9/mscf in 2027, inflated
thereafter at c.2% per annum. D&M's price assumptions are set out in full
in the CPR.

 3  (#_ednref3) 2C contingent resources are provided on a working interest
basis

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