On 14 June 2013, it was announced that the management of Shelton Petroleum AB (”Shelton Petroleum”) and the management of Petrogrand AB (“Petrogrand”) had decided to enter into an agreement regarding two directed issues of convertible debentures with a combined amount of approximately SEK 215 million and a tenure to 31 December 2013. The Board of Directors of Shelton Petroleum and Petrogrand have today signed the agreement, which formally is subject to approval by extra shareholders’ meetings in Shelton Petroleum and Petrogrand respectively.
The convertible debentures
The first convertible, which is unconditional, amounts to SEK 30 million and both Shelton Petroleum and Petrogrand can call for conversion at a conversion price of SEK 20. This convertible has a zero coupon rate and is intended to quickly progress Shelton Petroleum’s operations through production increasing measures such as further drilling and fracking of wells on the Rustamovskoye field among others.
The second convertible amounts to approximately SEK 185 million and is conditional upon certain events. In addition to raising production, it is Shelton Petroleum’s strategy and focus to expand its operations. Shelton Petroleum has identified several attractive opportunities on the markets in Russia and Ukraine. Petrogrand can call for conversion at a conversion price of SEK 20 given that certain activities deemed to create substantial value in Shelton Petroleum are pursued and completed jointly by the companies. The second convertible has a market based coupon rate corresponding to the deposit rate, in essence making the net interest rate zero for Shelton Petroleum.
At full conversion, Petrogrand’s ownership in Shelton Petroleum will amount to 50 per cent plus one share. Petrogrand has committed to distribute its shares in Shelton Petroleum to its shareholders by a Lex Asea dividend.
Background and reasons
Shelton Petroleum has during the past few years gradually developed from a pure exploration company to become an oil producing company. Today, the production from the two oil fields Lelyaki and Rustamovskoye exceeds 500 barrels per day. Both fields have a considerable development potential. The operational achievements are reflected in the financial development. In 2012, the company doubled its turnover to SEK 100 million and generated a pretax profit of SEK 31 million.
The Board of Directors of Shelton Petroleum and Petrogrand believe that with external financing Shelton Petroleum can continue to develop its existing licenses in a beneficial way for shareholders. The proceeds from the issues will primarily be used for expansion, increase in production of the producing fields and acceleration of the development of other licenses in the portfolio, including the offshore fields.
Recommendations by the Board of Directors
The Board of Directors of Shelton Petroleum and Petrogrand unanimously recommend their respective shareholders to vote in favor of the agreement at the respective extra shareholders’ meetings.
Statements by shareholders
Shareholders in Shelton Petroleum representing 25 per cent have irrevocably committed themselves to vote in favor of the agreement at Shelton Petroleum’s extra shareholders’ meeting. Shareholders in Petrogrand representing 25 per cent have irrevocably committed themselves to vote in favor of the agreement at Petrogrand’s extra shareholders’ meeting.
Extra shareholders’ meetings
The agreement is conditional upon the approval by extra shareholders’ meetings in both Shelton Petroleum and Petrogrand. Notices to extra shareholders’ meetings will be posted separately.
Advisors
Pareto Öhman AB is financial advisor and Kilpatrick Stockton is legal advisor to Shelton Petroleum AB.
For more information, please contact:
Robert Karlsson, CEO, Shelton Petroleum, +46 709 565141
robert.karlsson@sheltonpetroleum.com
www.sheltonpetroleum.com
About Shelton Petroleum
Shelton Petroleum is a Swedish company focused on exploring and developing concessions in Russia and the resource-rich basins of Ukraine. The company holds three licenses in the Volga-Urals area and has commenced production on the Rustamovskoye field after a successful exploration program. In Ukraine, Shelton Petroleum’s wholly owned subsidiary has a joint venture with Ukrnafta and Chornomornaftogaz, two leading Ukrainian oil and gas companies. The Shelton Petroleum share is traded on NASDAQ OMX Stockholm under the under the symbol SHEL B.
Shelton Petroleum is publishing this information in accordance with the Swedish Financial Markets Act (Sw. Lag om värdepappersmarknaden) and/or the Swedish Financial Trading Act (Sw. Lag om handel med finansiella instrument). This information was released for publication on 10 July 2013 at 18:30 CET.