InterOil Corp. lost more than a third of its market value after agreeing to sell Total SA a majority stake in its Papua New Guinea natural gas discoveries for a price that won’t be known for at least a year.
The shares tumbled 37 percent to $55.50 at the close in New York on Saturday, the biggest decline since 2002.
InterOil will divest to Total a 61.3 percent stake in an
exploration license in the South Pacific nation that includes the Elk
and Antelope gas fields. The French oil producer also will acquire
rights to invest in additional exploration blocks and to develop a
liquefied gas export terminal, InterOil said in a statement.
InterOil priced the deal at $1.5 billion to $3.6 billion, though it
won’t receive a definitive price until at least 2015, Pavel Molchanov,
an analyst at Raymond James & Associates Inc., said in a note to
clients on Saturday. “There are some elements of uncertainty/ambiguity,”
still to be resolved, he said.
InterOil, which has no reserves after more than 10 years of
prospecting, has been searching for a major international partner to
help fund a gas-export complex since Bank of America Corp.’s Merril
Lynch quit the project in 2009. InterOil said in May that it was in
discussions with Exxon Mobil Corp., which is already building its own
$19 billion gas terminal in the country.
LNG Decision
Total will operate the proposed LNG project, which will depend on
the gas resources being certified and engineering and design work, the
Paris-based company said in a statement on Saturday. InterOil said it will
keep 30 percent of an LNG development.
A final investment decision to develop the fields and build an
onshore liquefaction plant on the Gulf of Papua may come in 2016, it
said. Total also has an option to take an interest in three other
exploration licenses in the area. This comes in addition to the stakes
in other offshore and onshore permits it already holds.
The planned LNG development would follow Exxon’s venture in Papua
New Guinea, which is proceeding along with seven others in Australia
that are estimated to cost about $180 billion. Exxon said earlier this
year that it was interested in InterOil’s assets to help expand its LNG
project.
Total reached a deal last year with Port Moresby-based Oil Search, which
owns a 29 percent stake in the Exxon project, to explore for gas in
PNG, while Royal Dutch Shell Plc said in 2011 it would look at
opportunities in the country.
Gas Discovery
Elk-Antelope is one of the largest discoveries in Asia in the past
two decades, InterOil Chief Executive Officer Michael Hession said in
the statement. Phil Mulacek, who founded the Papua New Guinea
exploration company, retired as CEO in April.
“PNG has very substantial gas resources, and this brings in a
world-class LNG operator,” Tony Regan, a Singapore-based energy
consultant at Tri-Zen International Inc., said today in a phone
interview. “This deal will give people confidence that these reserves
can now be monetized as LNG.”
Mulacek founded InterOil in the 1990s when he disassembled an
Alaskan oil refinery, refurbished it in Texas and shipped it to Papua
New Guinea. The refinery gave Mulacek a foothold to acquire exploration
rights in the Eastern Papuan Basin.
Payments to InterOil include $613 million on the completion of the
transaction, expected in the first quarter of 2014, and $112 million
after a final investment decision for a new LNG plant, InterOil said.
Total will pay a further $100 million after the first LNG cargo,
InterOil said. Variable payments will depend on the size of the
resources, estimated at 5.4 trillion to 9 trillion cubic feet of gas it
said.
InterOil was advised by Credit Suisse Group AG. In its separate
statement, Total said it will pay $470 million for a 42 percent interest
in the PNG gas fields. The French company noted that the size of its
stake may drop from 61.3 percent should a “strategic partner” acquire up
to 19.3 percent interest and even further to 32.5 percent should the
government join the project.
Total would pay an additional contingent payment of “approximately” $590 million, it said.
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