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Pa Resources Rights issue and bond undertakings 5 june 2013

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PA Resources update Philippe Probst, CEO Tomas Hedström, CFO Stockholm, 5 June 2013 Further strengthening of financial position
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Page 1: Pa Resources Rights issue and bond undertakings 5 june 2013

PA Resources update

Philippe Probst, CEO

Tomas Hedström, CFO

Stockholm, 5 June 2013

Further strengthening of financial position

Page 2: Pa Resources Rights issue and bond undertakings 5 june 2013

Todays news

>> Fully underwritten rights issue of SEK 891 million

Fully committed and underwritten by Gunvor Group,

Lorito Holdings* and a guarantee consortium consisting

of current shareholders and other investors

2

>> Possible new bond issue of up to SEK 1,000 million,

>50% underwritten

Undertakings by two larger investors

1

2

* Lorito Holdings (Guernsey) Ltd. is an investment company wholly owned by a Lundin family trust.

Page 3: Pa Resources Rights issue and bond undertakings 5 june 2013

PA Resources recent development

3

Recapitalisation

» Net Debt decreased by

SEK 1,421m

» Equity increased by

SEK 1,572m

» New larger shareholder in

Gunvor Group with 6.4%

February April May

Gunvor Group

increases holding

» Gunvor Group increases

its interest to 9.9%

New Board and

Management

» New board elected 14 May

» New CEO, Philippe

Probst, 15 May

» New CFO, Tomas

Hedström, 2 May

Azurite performance

» Unsuccessful sidetrack

» Production rates affected

by unstable flowing

conditions

Amortizations

» SEK 245m in Q1

» SEK 96m in bonds used

as payment in rights issue

in February

» NOK 90 million in April

(NOK bond)

Successful Tunisian

farm-out

» Farm-out of 70% of

Didon and Zarat permit

to EnQuest PLC

June March

Further strengthening

of balance sheet

» Fully undwritten rights

issue of SEK 891m

» Possible of new bond

issue of up to SEK 1,000m,

>50% underwritten

Strategic review

» Review of the

company’s strategy,

assets and long-term

financing initiated

2013

Page 4: Pa Resources Rights issue and bond undertakings 5 june 2013

Strategic review initiated

4

• New Board of Directors

• New Management team

• Evaluation of short-term financing

• Review of assets and strategy

• Evaluation of long-term financing

Review of strategy, assets and long-term financing

Page 5: Pa Resources Rights issue and bond undertakings 5 june 2013

Recapitalisation 2012/2013 - key assumptions:

•Significant farm-outs to fund further development of resources

•Cash flow projection based on production plan

•Recovery in investors confidence - refinancing of maturing bonds on acceptable terms

Development since recapitalisation

•Shortfall in cash flow due to lower Azurite production. Apart from that performance in line with previous business plan

•Investors’ confidence not yet restored

•Bonds trading at high yield

→ refinancing on acceptable terms not possible

Current situation

•Farm-out of Didon and Zarat permit to EnQuest - first step to secure assets’ long-term value

•Funding need of at least SEK 1.6 billion identified from Q2 2013 until Q4 2014

•Board reviewing potential of the company’s assets - new strategy may result in additional divestments and acquisitions requiring additional funding

Further strengthened balance sheet

5

Page 6: Pa Resources Rights issue and bond undertakings 5 june 2013

Minimum funding requirements of SEK 1.6 billion

6

• Minimum funding requirements Q2 2013

– Q4 2014 based on

» Best estimate of production profiles

» Oil price level of USD 100

» Current committed capex

» Does not include planned, but not yet

committed capex

Assumptions for cash projection

• Total of USD 105 million of which USD 45

million related to Tunisian offshore:

» Didon: ESP + infill well

» Zarat permit: Elyssa appraisal well +

exploration well

• West Africa: Azurite side track and

Block I drilling and development projects

• Tunisia: Makthar seismic and drilling

• Denmark: 12/06 work program ahead of

drilling

Committed capex projects

-0.8

Estimated funding requirements until 31 Dec. 2014 (SEK billion)

-0.8

-0.8

0.3

0.1

0.2

-1.2

-0.3 -1.6

-2

-1,5

-1

-0,5

0

0,5

1

Cash flowopening

balance 31March

Cash flowfrom

operations

Tunisianfarm-out

Committedcapex

Amortizations Interestpayments

Total fundingneed

-0.7

Page 7: Pa Resources Rights issue and bond undertakings 5 june 2013

Rights Issue

and debt refinancing

Q1

Page 8: Pa Resources Rights issue and bond undertakings 5 june 2013

Rights Issue key facts

• Shareholders with 17% holding/votes have committed to subscribe for their pro rata share

• Remainder is underwritten by Gunvor Group, Lorito Holdings and a guarantee consortium

put together by Carnegie Investment Bank

• Each existing share will entitle to subscribe for 3 new shares at SEK 10.50 per new share

• Rights issue carried out at discount of approx. 19% to the theoretical ex-rights price based

on closing share price on 4 June 2013

8

Rights issue of SEK 891 million fully underwritten

EGM on 5 July to resolve on the rights issue

• Gunvor Group will not vote at the EGM

• Shareholders, excluding Gunvor Group, with an aggregate shareholding of approx. 7%

have stated their support for the rights issue

Page 9: Pa Resources Rights issue and bond undertakings 5 june 2013

Debt refinancing undertakings

9

• Board will evaluate the possibility to replace the SEK bond maturing in October 2013

with new external debt financing which may include

» New bond loans

» Reserve based lending facilities

• PA Resources has secured commitments from two larger institutional investors for

undertakings in excess of SEK 500 million in a new bond issue of up to SEK 1,000 million

• Terms for the bond undertakings similar to terms for the current SEK bond but with

a minimum equity covenant of SEK 1,000 million instead of SEK 2,000 million

• Completion of the rights issue together with new bond commitments secures the

repayment of the SEK 850 million bond

» Significantly reduced financial risk exposure

» Better positioned for future refinancing as well as for further divestments and acquisitions

Possible new bond issue of up to SEK 1,000 million of which >50% underwritten

Page 10: Pa Resources Rights issue and bond undertakings 5 june 2013

Impairments, accounting effects and covenants

• Equity to be negatively affected with approx. SEK 290 million in Q2 2013

» Tunisian farm-out will result in book loss of SEK 110 million

» Full impairment of values relating to licence Block 8 in Greenland and the Gita licence in Denmark

of approx. SEK 180 million to be reported in Q2 2013

• Possible temporary breach of covenants for SEK and NOK bond loans

» Rights issue will solve any potential breach

» PA Resources to ask bondholders for a waiver for such temporary breach

• Underwriting of rights issue and new bond issue conditional on obtaining waivers

• In addition to expected write-down in Q2 2013, PA Resources is targeting farm-out of the

exploration area Mer Profonde Sud (MPS) in Congo

» Dependent on a successful conclusion prior to decision to enter optional phase with a one-well

commitment by November 2013, if licence not extended

» MPS had a book value of approximately SEK 800 million as of 31 March, 2013

10

Page 11: Pa Resources Rights issue and bond undertakings 5 june 2013

Pro forma key ratios

11

Unaudited key

financial items and

key ratios

SEK million

Actual before

rights issue and

write-downs

March 31, 2013

Rights issue1 Write-downs Pro forma after

rights issue1 and

write-downs

March 31, 2013

Equity 2,201 891 -290 2,802

Net interest bearing debt 2,111 -891 - 1,220

Equity/capital employed 48% - - 54%

Debt/equity 96% - - 44%

1) Excluding transaction related costs

Page 12: Pa Resources Rights issue and bond undertakings 5 june 2013

Indicative time table

12

» 5 July Extraordinary General Meeting

» 14 August Interim report January–June 2013 published

» 15 August Record date to participate in the rights issue

» 15 August The prospectus is made public

» 19 August – 2 September Subscription period

» Around 4 September Announcement of outcome in rights issue

EGM

5 July

Q2 Report

14 August

Prospectus made

public and record date

15 August

Subscription period

19 August – 2 September

Outcome announced

Around 4 September

Page 13: Pa Resources Rights issue and bond undertakings 5 june 2013

Today’s News summary

13

» Strategic review underway

The Board’s and management’s review of strategy, assets and

long-term financing is underway

» Strengthening of balance sheet

Fully underwritten rights issue of SEK 891 million committed

and underwritten by Gunvor Group, Lorito Holdings and a

guarantee consortium

» Possible new bond issue of up to SEK 1,000 million,

+ >50% underwritten

Undertakings by two larger institutional investors of SEK 500

million in a new bond issue of up to SEK 1,000 million on similar

terms as the SEK bond maturing in October 2013

Page 14: Pa Resources Rights issue and bond undertakings 5 june 2013

Thank you

Q1 Thank you!

Q2 Report on 14 August


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