Star Energy Group PLC · LSE:STAR
Star Energy — Dart Energy — Merger or Acquisition (September 2010)
16 slides from Star Energy's merger presentation, Sep 28, 2010
Slide 1: Recommended Offer for Apollo
For personal use only RECOMMENDED OFFER FOR 28 September, 2010
Slide 2: Dart to Acquire Apollo
DART TO ACQUIRE APOLLO Continuing to Deliver on Strategy • Dart Energy Limited (Dart, ASX: DTE) and Apollo Gas Limited (Apollo, ASX: AZO) For personal use only have reached agreement in relation to an all-scrip takeover offer for Apollo by Dart • The agreed transaction is consistent with Dart’s stra
Slide 3: Offer Terms
OFFER TERMS For personal use only • 3 Dart shares for every 4 Apollo shares held • Apollo options to be replaced with Dart options using 3 for 4 ratio • Values Apollo at $0.69 per share based on Dart 1 month VWAP; which represents a 13% premium to Apollo’s last traded price and a 16% premium to Apol
Slide 4: Apollo Highlights
APOLLO HIGHLIGHTS For personal use only • Seven PELs covering 23,600km2 over the prospective Sydney- Gunnedah Basin. • Two geothermal licences covering 3,500km2 overlaying the Murrurundi Trough. • Extensive exposure to CBM plays, conventional gas and shale • Core hole drilling program, seismic surve
Slide 5: Acquisition Consistent with Dart's Strategy
ACQUISITION CONSISTENT WITH DART’S STRATEGY Market Drives Opportunity Apollo is focussed on the NSW gas market, which has much in common with other For personal use only markets in which Dart is active • Large latent demand: NSW is one of Australia’s largest energy consumers of which only 9% is fuel
Slide 6: Acquisition Rationale
ACQUISITION RATIONALE For personal use only Strategic Fit Strategic projects in NSW – both scale and pace options Consistent with Dart global strategy of operating in advantaged markets with advantaged pricing capable of rapid commercialisation Consolidation of existing farm-in agreements & sh
Slide 7: Benefits to Apollo Shareholders
BENEFITS TO APOLLO SHAREHOLDERS For personal use only $0.80 • Premium to current trading price of 29% 1 32% 1 $0.70 Apollo 13% 2 16% 2 $0.60 • Enhanced management and operational capabilities to take Apollo tenements $0.50 forward at enhanced pace $0.40 • Improved access to funding and greater $0.30
Slide 8: Snapshot of the Expanded Dart Group
SNAPSHOT OF THE EXPANDED DART GROUP For personal use only The Apollo acquisition furthers Dart’s ambition to become the world’s first global CBM company DART ASIA DART AUSTRALIA DART EUROPE PORTFOLIO CHINA INDONESIA INDIA VIETNAM APOLLO COMPOSITE CURRENT DART BLOCKS 2 2 3 1 7 17 32 GEOGRAPHIES 1 1 1
Slide 9: Dart – Revised Targets
DART – REVISED TARGETS Composite investment, Apollo acquisition, gas contracts progress For personal use only Dart has revised its forward targets to end 2011, as follows: • Sign-up 4 new licenses (including Composite) • Appraise and execute 6 new pilot projects • Negotiate and execute 2 new Gas Sal
Slide 10: Indicative Offer Timetable
INDICATIVE OFFER TIMETABLE For personal use only 28 September 2010 • Announcement Date 25 October 2010 • Lodgement Date. Bidder’s Statement lodged with ASIC / ASX 1 November 2010 • Offer Date. Bidder’s Statement despatched to Apollo Securityholders 9 November 2010 • Target Statement (and Independent
Slide 11: Summary
SUMMARY For personal use only • Agreed all-scrip takeover offer; Implies per share consideration of $0.79 based on Dart last traded price of $1.05 and $0.69 based on Dart 1 month VWAP • Represents a significant premium for Apollo shareholders o 16% premium to Apollo’s 1 month VWAP, and a 13% premium
Slide 12: Disclaimer and Important Notice
DISCLAIMER AND IMPORTANT NOTICE The material in this presentation is a summary of the agreed takeover of Apollo Gas Limited (“Apollo”) by Dart Energy Limited (“Dart”) and is current as at the date of presentation. No representation express or implied, is made as to the fairness, accuracy, completene
Slide 13: Additional Slides
For personal use only 13 Additional Slides
Slide 14: Overview of Apollo
OVERVIEW OF APOLLO For personal use only Location of Apollo Gas’ PELs and Geothermal Licenses • Seven Petroleum Exploration Licences (“PEL”) and two geothermal licences in NSW, Australia • The Petroleum licences are prospective for Coal Seam Gas (“CSG”), conventional hydrocarbons and shale gas • Rea
Slide 15: Apollo Licence Overview
APOLLO LICENCE OVERVIEW For personal use only PEL Apollo Gas Area Project name No interest (%) (km2) 85% PEL 456 Upper Hunter 5,953 (50%(1)) 100% PEL 458 Newcastle 2,000 (50%(2)) PEL 459 Narrabri East 100% 7,488 PEL 460 Hunter West 100% 4,741 PEL 461 Central Coast 100% 73 PEL 463 Sydney 100% 2,385 1
Slide 16: Access to Existing Infrastructure
ACCESS TO EXISTING INFRASTRUCTURE For personal use only Apollo PEL’s overlay key NSW markets, including: Proximity of Apollo’s PELs to Infrastructure – Domestic gas pipeline networks – existing and planned – Short term trading market Sydney hub (day-ahead wholesale spot market for gas trading); – Ex