Zenith Energy Ltd., has announced that a company in which it holds a 49% interest, Zenith Energy Netherlands B.V. has entered into a share purchase agreement with OMV Exploration and Production GmbH to acquire 100% of the outstanding share capital of OMV (Yemen Block S 2) Exploration GmbH, OMV Jardan Block 3 Upstream GmbH and OMV Block 70 Upstream GmbH, which are all companies incorporated and existing under the laws of Austria.
Andrea Cattaneo, Chief Executive of Zenith, commented:
"The acquisition of OMV Yemen represents a very significant milestone for Zenith Energy.”
“The existing production from the asset and, more importantly, the near-term future oil and natural gas production indicated by the size of the reserves, position Zenith on an extremely exciting organic growth trajectory.”
“I take the chance to thank OMV and its management for its cooperation in this transaction. Our technical teams shall continue to work closely together as we enter the handover phase and welcome our new colleagues in Yemen to the Zenith family.”
“Finally, we look forward with enthusiasm to establishing ourselves in Yemen and contributing to the prosperity of the local economy. It is our belief that the country has extraordinary economic potential, especially in respect of its oil and gas industry, and we shall seek to maximise our relationship with the local authorities to achieve our development objectives.”
Terms of the SPA
Under the terms of the SPA, Zenith Netherlands will, subject to the conditions set forth in the SPA, acquire 100% of OMV's shares in OMV Yemen at completion for a total consideration of US$21 619 000 (the ‘Base Purchase Price’).
Zenith Netherlands has paid a deposit of US$4 323 800 which shall be credited by the seller to Zenith Netherlands as part of the purchase price upon completion.
The obligations set out in the SPA of the seller and Zenith Netherlands to consummate the sale and purchase of the shares in OMV Yemen at completion are subject to, inter alia, the approval of the authorities in Yemen, and the approval by the Federal Ministry of the Republic of Austria for Labour and Economy in respect of the transfer of shares from OMV to Zenith Netherlands. The SPA has a longstop date of nine months from the date of signing.
A Transitional Services Agreement may be signed between OMV and Zenith Netherlands at or around completion to govern certain services to be provided by OMV or its affiliates to Zenith Netherlands after completion if OMV and Zenith Netherlands determine that such agreement shall be required to optimise the handover of OMV Yemen.
Read the article online at: https://www.oilfieldtechnology.com/exploration/04012023/zenith-energy-ltd-signs-spa-for-acquisition-of-omv-yemen/