Thursday 28 Mar 2024
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KUALA LUMPUR (Dec 23): Kazakhstan-based oil and gas production concession holder Caspi Oil Gas LLP is expected to list on Nasdaq as Liberty Onshore Energy BV under the symbol LIBY.

According to documents sighted by The Edge, Liberty Onshore Energy entered into a definitive business combination agreement with Markmore Energy (Labuan) Ltd, the owner of Caspi Oil Gas, Liberty Resources Acquisition Corp, Liberty Onshore Resources BV, and LIBY Merger Sub LLC, on Dec 15.

Following a complex restructuring process, the amalgamated company that will continue its listing on the stock exchange is Liberty Onshore Energy.

It said the merger is expected to close in the second quarter of 2023, subject to review and approval by the US Securities and Exchange Commission.

Caspi is owned by Malaysian corporate figure Tan Sri Halim Saad via Markmore Energy, while Liberty Resources Acquisition is a special-purpose acquisition company (SPAC).

Initially, the SPAC was supposed to list on Nasdaq, according to reports. However, following the Dec 15 agreement, it will now become a wholly owned subsidiary of Liberty Onshore Energy.

"The transaction represents pro forma enterprise value of US$463.7 million (RM2.05 billion) for Caspi, which combined with US$120 million of new financing and Liberty's US$117 million in its trust account would result in a pro forma enterprise value of US$701 million before redemptions and transaction costs," it said.

The consolidated company will own the Rakushechnoye oilfield, located in West Kazakhstan covering 287 square kilometres of production ready oil and gas resources, it said.

"The field is forecast to produce 1.7 million barrels of oil, 1.8 million barrels of condensate and 12,454,000 British thermal units (MMBtu) of gas in year 2025 and peaking at 16 million barrels of oil, 3.5 million barrels of condensate and 64,279,000 MMBtu of gas in year 2028 respectively and declining thereafter," it wrote.

It said the field is entitled to secure a production licence with a maximum period of 25 years based on a field development plan developed by an independent technical adviser.

Abu Talib Abdul Rahman, who is Markmore's director and a member of the supervisory board of Caspi, said that Caspi is excited by the prospect of the business combination.

"We are privileged to have support from top-tier investors, and prospective access to the US capital markets following the closing of this proposed transaction, which will leave Caspi well capitalised to exploit our substantial natural resource assets," he said.

Liberty Resources Acquisition chief executive officer Datuk Maznah Abdul Jalil said the business combination with Caspi allows Liberty Resources Acquisition to share in a wonderful early cash flow asset with forecast growing production and cash flow.

"We anticipate this can produce very substantial returns to our investors," she said.

Edited ByLam Jian Wyn
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