INVESTOR INFO NAVIGATION

Investor Information

This page, last updated December 2017, sets out the relevant information in order to comply with the company information disclosure requirements of Rule 26 of the AIM Rules for Companies.

1 Business Description

Sirius Petroleum (AIM:SRSP), the Nigeria focused oil and gas development and production company.

Strategy and the Ororo Field

The Company’s strategy is to target proven opportunities and maximize hydrocarbon production and recovery through the acquisition of discovered assets in Nigeria, with a particular focus on shallow water offshore areas and realise upside potential through appraisal activities.

Sirius’s initial focus is the Ororo field was originally operated by Chevron in 1986, drilling Ororo-1 and hydrocarbons were discovered in seven sandstone reservoirs (D1 to D5, F and G) in Ororo-1. Four of the reservoirs were tested, two produced oil (D3 and G) and two produced gas condensate (D4 and D5). The original Ororo-1 well tested at 2,800 bopd and contains 125ft true vertical thickness (TVT) of net oil pay.

The Ororo field is located within OML 95 in the Niger Delta, offshore Nigeria, in the western part of the prolific Niger Delta petroleum system. It lies in shallow waters offshore Ondo State in water depths ranging between 23ft and 27ft. The field is adjacent to the Mina, West Isan, Ewan, Eko and Parabe fields, all of which are operated by Chevron.

Sirius has a 40% economic interest under a Financial & Technical Service Agreement has entered into a Joint Operating Agreement (“JOA”) in August 2017 with its indigenous partners Owena Oil & Gas (100% state owned entity) and Guarantee Petroleum, who own 27% and 33% respectively.  The mid-case gross recoverable 2C contingent resources are 24mmboe.

Sirius has agreed innovative funding and operating partnerships with global industry leaders to execute the drilling campaign to first oil. The initial Ororo-2 well program aims at delivering an initial production of 2,700 bopd in H1 2018.

2 Company Directors

Jack Pryde, (Non-Executive Chairman) -is a Chartered Certified Accountant and has held various senior management positions in the investment banking industry. He is a former director and head of corporate finance at Henry Ansbacher & Co. and a former vice-president of corporate finance at Canaccord Capital. He left Jefferies International as director of equity capital markets in May 2010. He has extensive experience of advising companies in the resource and energy sectors.

Bobo Kuti, (Chief Executive Officer) - obtained a Bachelor of Arts from Duke University, USA. He studied Economics and Psychology and also received a Markets and Management Certificate. Prior to joining the board of Sirius he has worked as an investment advisor for South African investment fund, Huxton Capital. He was instrumental in the formation and structuring of contacts in Nigeria and the asset opportunities available to the Company.

Mark Henderson, (Chief Financial Officer) - has worked as an energy analyst at Deutsche Bank, Dresdner Kleinwort Wasserstein, Commerzbank and Credit Suisse as well as spending 4 years as energy PM at ADIA. Mark was investor relations and strategic advisor to Eurasia Drilling, Russia’s largest independent OFS company and is Board Advisor to Ardilaun Energy, a private E&P focused on exploration/appraisal assets offshore Ireland. Mark is a chartered accountant and began his career at Arthur Andersen.

Simon Hawkins, (Company Secretary & Non-Executive Director) - has 29 years experience working in oil and gas finance, having had nine years international experience with the Royal Dutch Shell group of companies in London, Netherlands and Nigeria followed by a successful career as an equity analyst at UBS, Dresdner Kleinwort, Ambrian Partners, MF Global and N+1 Singer. Simon is a member of the Chartered Institute of Public Finance & Accountancy, holds a BSc Econ (HONS) in Economics from the University of Wales and a postgraduate certificate in Oil and Gas Financial Management from the University of North Texas.

Chris Neal, (Non-Executive Director) - Chris has over 25 years experience in the City of London, initially in the gilt team at ICH Plc, before founding the bond repurchase desk at ICAP, the leading markets operator and provider of post-trade risk mitigation and information services.

Toby Hayward, (Non-Executive Director) - has been an investment banker since 1984. He was a Director of Corporate Finance at Singer & Friedlander Limited and Henry Ansbacher & Co. He joined Jefferies International Limited as a Managing Director in 2005, and served as Interim CEO of Nigerian focused Afren PLC from July 30, 2014 to April 2015.

3 Director’s Responsibilities

There are currently Non-Executive Directors and Executive Directors on the Board.  The Non-Executive directors are responsible for preparing the accounts in accordance with applicable law and regulations.  Company law requires the directors to prepare accounts for each financial year.  Under that law the directors have elected to prepare the accounts in accordance with United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards and applicable law).  The accounts are required by law to give a true and fair view of the state of affairs of the group and of the company and of the profit or loss of the group for that period.

In preparing the Company’s accounts, the directors are required to:

The directors are responsible for keeping proper accounting records that disclose with reasonable accuracy at any time the financial position of the group and to enable them to ensure that the accounts comply with the Companies Act 2006. They are also responsible for safeguarding the assets of the group and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The Directors have implemented such corporate governance procedures and establish such committees of the Board as are required, including audit and remuneration committees, for it to comply with the terms of the QCA code for small and medium businesses, in so far as is appropriate for a company of its size.  The Directors have established financial controls and reporting procedures which are considered appropriate given the size and structure of the Company. These controls will be reviewed in light of significant acquisitions and adjusted accordingly.

Corporate Governance
Directors
The Company supports the concept of an effective board leading and controlling the Company. The Board is responsible for approving Company policy and strategy. It meets on a regular basis and has a schedule of matters specifically reserved to it for decision. Management supply the Board with appropriate and timely information and the Directors are free to seek any further information they consider necessary. All Directors have access to advice from the Company Secretary and independent professional advice at the Company’s expense.
The Board consists of two executive and two non-executive Directors, who bring a breadth of experience and knowledge. This provides a balance whereby the Board’s decision making cannot be dominated by an individual. The Chairman of the Board is Mr Jack Pryde.

Takeover code
The UK Takeover Code applies to the Company and governs, inter alia, transactions which may result in a change of control of a company to which the Takeover Code applies.
Relations with shareholders
The Company values the views of its shareholders and recognises their interest in the Group’s strategy and performance. The Annual General Meeting will be used to communicate with private investors and they are encouraged to participate. The Directors will be available to answer questions.
Internal control
The Board is responsible for maintaining a strong system of internal control to safeguard shareholders’ investment and the Group’s assets and for reviewing its effectiveness. The system of internal financial control is designed to provide reasonable, but not absolute, assurance against material misstatement or loss.
Terms of reference for an audit committee have been established but, due to the current small number of directors, the Audit Committee’s activities have been taken over by the Board as a whole until further appointments of non-executive directors are made.  On re-establishment, it is intended that the Audit Committee will meet at least half yearly and will be responsible for ensuring that the financial performance of the Group is properly monitored and reported on, as well as meeting the auditors and reviewing any reports from the auditors regarding accounts and internal control systems.
The Board has considered the need for an internal audit function but has decided the size of the Group does not justify it at present. However, it will keep the decision under annual review.

4 Incorporation

Sirius Petroleum Plc is incorporated in England and Wales (Company no. 05181462) and its main country of operation is UK with operating subsidiaries in Nigeria.

5 Constitutional Documents

Copies of the Company’s constitutional documents can be downloaded below:

Articles of Association

Memorandum of Association

6 Shares in issue

The number of shares in issue is 3,555,965,801 and there are no shares held in treasury.  Insofar as the Company is aware, the percentage of AIM securities that is not in public hands is 2.5%

7 Major shareholdings

As at 11 June 2018, the Company is aware of the following shareholders holding 3 per cent. or more of the issued share capital of the Company:

BARCLAYS DIRECT INVESTING NOMINEES LIMITED8.22%
HARGREAVES LANSDOWN (NOMINEES) LIMITED6.38%
PERSHING NOMINEES LIMITED6.29%
INTERACTIVE INVESTOR SERVICES NOMINEES LIMITED6.15%
VIDACOS NOMINEES LIMITED5.07%
JIM NOMINEES LIMITED JARVIS4.74%
SPREADEX LIMITED3.64%

TR1 notices should be sent to enquiries@siriuspetroleum.com.

8 Share restrictions

There are no restrictions on the transfer of Sirius Petroleum’s shares.

9 Exchange/trading platforms

The securities of Sirius are traded on AIM, the market of that name operated by London Stock Exchange plc.  Its shares have not been admitted, nor have any applications been made, for any of its shares to be admitted or traded on any other exchanges or trading platforms.

10 Financial reports

The most recent published annual reports, interim reports, publications and shareholder circulars can be accessed here in addition to the Company’s AIM Admission document. Right click and save as to download:

Form of Proxy

Annual Report for the Year Ended 31 December 2017

Half Year Report for the six month period ended 30 June 2017

Final Results for the year ended 31 December 2016

Interim results for the 6 month period ended 30 June 2016

Final Results for the year ended 31 December 2015

Interim Results for 6 month period ended 30 June 2015

Sirius Final Results for the year ended 31 December 2014

Interim Results for 6 month period ended 30 June 2014

Sirius Final Results for the year ended 31 December 2013

Sirius Petroleum’s Interim Results June 2013

Sirius Annual Return 2012 FINAL

Interim Results for 6 months ended 30 June 2012

Annual Report and Financial Statements for 12 months ended 31 December 2011

Interim Results for 12 months ended 30 June 2011

Annual Report and Financial Statements for 17 months ended 31 December 2010

Annual Report and Financial Statements for the year ended 31 July 2009

Annual Report and Financial Statements for the year ended 31 July 2008, AGM Notice & Form of Proxy

Sirius Petroleum AIM Admission document

Circular - EGM Notice - Name change to Sirius Petroleum plc

Annual Report and Financial Statements for the year ended 31 July 2007

Annual Report and Financial Statements for the year ended 31 July 2006

Proposed Acquisition and notice of ECM, May 2005

11 All notifications made by us in the last 12 months

A copy of the Company’s last 12 months of press releases can be accessed here.

12 Advisers


Company Secretary

Simon Hawkings

Nomad & BrokerCantor Fitzgerald Europe
One Churchill Place
London
E14 5RD
tel:+44 20 7894 7000
AuditorsGrant Thornton LLP
Grant Thornton House
Melton Street, Euston Square
London NW1 2EP
SolicitorsFladgate LLP
25 North Row
London W1K 6DJ
RegistrarsCapita Asset Services
The Registry
34 Beckenham Road
Beckenham
Kent BR3 4TU

13 Reports & Publications

Ororo Field CPR – 2016

Admission Document 30 November 2017

Publications