Matra Petroleum: Introduction of a strategic investor & placing

Wednesday, April 11, 2012
  • The introduction of Mr Barskiy as a strategic investor is expected to bring considerable new project acquisition opportunities to the Company.
  • The net proceeds of the Placing will be used to advance Matra's existing operations on its Sokolovskoe Field in Orenburg and to enable a more progressive new ventures strategy.

Matra announce that it has entered into an agreement with Mr. Maxim Barskiy, pursuant to which it is proposed that Mr Barskiy will become a strategic investor and a non-executive director of the Company. The introduction of Mr Barskiy as a strategic investor is expected to bring considerable new project acquisition opportunities to the Company. As part of the agreement, Mr Barskiy will, subject to Matra shareholder approval, subscribe for a placing of 575,000,000 new ordinary shares in Matra at an issue price of 0.8p per share (the "Placing Shares"), raising a total of £4.6 million before expenses (the "Placing").

Following the Placing, Mr Barskiy's holding will be approximately 29.8 per cent in the enlarged share capital of the Company. This agreement is subject to the approval of Matra's shareholders and a circular including a notice of general meeting will be dispatched to shareholders shortly. Upon completion of the Placing, it is intended that Mr. Barskiy will be invited to join the Board of Matra as a Non-Executive Director. Agreement with Mr. Barskiy on the terms of the Placing was reached ahead of the recent strength in Matra's share price.

The net proceeds of the Placing will be used to advance Matra's existing operations on its Sokolovskoe Field in Orenburg and to enable a more progressive new ventures strategy. Mr. Barskiy's involvement with Matra is expected to significantly enhance new venture opportunities for the Company and will mean the Board can now consider a wider range of growth opportunities than those that were previously available to it. This includes potential acquisition opportunities in other parts of Russia in the short term and potential expansion internationally in the medium term.

In relation to the Placing, the Company has agreed that Mr. Barskiy will also receive warrants to subscribe for new ordinary shares in Matra at an exercise price of 1.3p per share. These Warrants will only be awarded and become exercisable upon completion of a new acquisition by Matra (the "Acquisition") if it is introduced to the Company by Mr. Barskiy, within 12 months of the completion of the Placing, and the award of such warrants will be subject to Board, shareholder and regulatory approvals applicable at the time. The number of Warrants available to Mr. Barskiy will be equal to 5 per cent of the new ordinary shares in Matra issued at the time in order to satisfy the consideration of the Acquisition. The Warrants will apply only to the first such acquisition for which the consideration is US$25 million or greater. The Warrants must be exercised within 12 months of the completion of the qualifying Acquisition.

The Placing Shares will rank pari passu in all respects with the existing ordinary shares in the Company. Following Admission, the Company will have 1,929,917,872 ordinary shares in issue. This figure may be used by shareholders in the Company as the denominator for calculations by which they will determine if they are required to notify their interest in, or a change to their interest in, the Company under the FSA's Disclosure and Transparency Rules.

Peter Hind, Matra's Managing Director said:

"Mr. Barskiy's strategic investment is a significant step for Matra. It puts the Company on a sound financial footing and also signifies a change in the Company's growth strategy. As well as progressing our knowledge of the Sokolovskoe field we will be actively considering making selective acquisitions elsewhere in the region as soon as possible.

Following the strategic investment by Mr Barskiy announced today, we plan to strengthen our technical and new ventures teams in both the UK and Russia. In order for future operations to benefit from the experience of the expanded team, the board has decided to defer the drilling of well A-14 until the 3D survey over the entire field is complete which we plan to commence as soon as possible.

We expect Mr. Barskiy will play an active role in Matra as a Non-Executive Director given his considerable expertise and resources that we envisage will further strengthen Matra's existing management and operational team. The Board envisages that the Company's growth plans may include other parts of Russia in the short term and potential expansion internationally in the medium term."

Maxim Barskiy said:

"I believe that Matra represents an excellent investment opportunity because of its exciting project in Russia and its strong board and management. Shareholders will all benefit from us working together to combine complementary experience and skills to replicate the success that we achieved in growing West Siberian Resources, both in Russia and ultimately abroad."

Maxim Gennadievich Barskiy, 38, graduated from St Petersburg University and studied at Berkeley Business School at the University of California. Maxim began his career in investment banking and was a Vice-President at Troika Dialog, one of Russia's largest investment banks. In 2004, he became Managing Director of West Siberian Resources ("WSR"), a Swedish listed exploration and production company. During his time at WSR, the Company's market capitalisation grew from less than US$100 million to US$3 billion after its merger with Alliance Oil.

Subsequent to that merger, Maxim joined TNK-BP in 2009 and became deputy CEO. After pushing forward TNK-BP's international strategy, with acquisitions in Vietnam, Venezuela and Brazil, Maxim decided to leave in late 2011 to pursue his own business interests.

Maxim is currently CEO of Pechora LNG, a company in which he is a shareholder and which was formed to develop a large gas resource via a LNG facility close to the Barents Sea.

This article is for information and discussion purposes only and does not form a recommendation to invest or otherwise. The value of an investment may fall. The investments referred to in this article may not be suitable for all investors, and if in doubt, an investor should seek advice from a qualified investment adviser. More

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