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COMPANY BACKGROUND. January 200830-Jan-08: Private Shelf Company activated ( Smoky River Resources ). Appoint Rob Morrison and Chris Ritter as officers and directors of the company.31-Jan-08: Corporate name change to ELEMENT ENERGY CANADA LTD.February 2008 14-Feb-08: Acquire WI in West C
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1. EQUITY FINANCINGAPRIL 2008
2. COMPANY BACKGROUND January 2008
30-Jan-08: Private Shelf Company activated ( Smoky River Resources ). Appoint Rob Morrison and Chris Ritter as officers and directors of the company.
31-Jan-08: Corporate name change to ELEMENT ENERGY CANADA LTD.
February 2008
14-Feb-08: Acquire WI in West Central Alberta lands – Innisfail - in exchange for shares and warrants in Company.
29-Feb-08: Work on second transaction to roll in assets of an Alberta private company into Element. Assets comprise three + sections of 100% lands.
3. OFFICERS AND DIRECTORS Rob Morrison, P. Eng. – President, CEO and Director
Mr. Morrison holds a Bachelor Science Degree in Mechanical Engineering from the University of Calgary and is an Alberta registered Professional Engineer. He has 22 years of oil and gas experience. For the last 2 years, Mr. Morrison has been President of Morr Energy Consulting which provides engineering consulting services to the energy industry. Prior to this time, Mr. Morrison served as President of Nytis Exploration Company Inc. from December 2003 to January 2006, and Vice President, Engineering and subsequently President of Carbon Energy Canada from December 1998 until October, 2003. Mr. Morrison held numerous engineering positions of increasing responsibility within Placid Oil Company, Tarragon Oil and Gas, Marathon Canada and Carbon Energy Canada.
Chris Ritter, B.A. – Vice President and Director
Mr. Ritter holds a Bachelor of Arts Degree in Business Administration from Trinity Western University, and is a Certified General Accountant. He has 20 years of oil and gas experience. For the last 6 years, Mr. Ritter has been president of two private oil and gas production companies both of which he was instrumental in founding and developing. Prior to this, he was employed with Burlington Canada Resources (1991 to 2001) as a Marketing Analyst as well he held various roles within the corporate accounting department. He started his career with Chevron Canada Resources (1987 to 1991) in the Corporate Accounting Department.
Primary Services
Banking - Western Canadian Bank
Legal - ENERLAW LLP
4. Proceed with Financing to raise minimum of $700,000 and maximum of $2,000,000.
Common and Flow Through shares to be sold at $0.25 and $0.30 respectively.
Acquire PrivateCo. lands subject to raising minimum amount.
Continue with Geological and Geophysical work to fine tune locations and identify new lands for opportunities.
Identify third party to Farm in at Innisfail. Element will select final candidate based on size and experience pertaining to drilling for sour oil.
Innisfail will be attractive to third parties because the play targets light oil and the potential size of the resource base is large. This play type is currently in demand within the WCSB. NEAR TERM PLAN
5. MEDIUM TERM PLAN Analyze and high grade smaller end acquisition targets
Excellent time to be a consolidator of small oil and gas companies
Many management teams have executed poorly in recent years
Juniors with poor balance sheets have limited capital raise options
Initially concentrate on share exchange transactions to conserve cash
Element will leverage a small staff base
Add team members during the consolidation process
Conflicting interests at the employee level often prevent smaller end deals from occurring. Ability to add team members will be a competitive advantage
Element recognizes that quality staff will add value
Establish Element as a quick moving consolidator
Become larger on timeline that that gives stock a premium valuation
Establish deal making track record without being reckless
Rebrand older underperforming companies under the Element name
Achieve relative economies of scale within the Junior segment for both Capex and overhead. Too many juniors operating with limited resources
Start as Privateco and seek other private entities to merge with and gain critical mass
Ultimately seek public listing which will also lead to a larger pool of acquisition targets
6. INDUSTRY OVERVIEW Excellent spot prices for oil, improving prices and fundamentals for gas.
Lower activity levels have been driving service costs down and making equipment more readily available.
Multiple companies both private and public have strained balance sheets and limited access to capital markets.
Farm-ins are once again more plentiful.
ALL IN ALL IT IS A VERY GOOD TIME TO START AN ENERGY COMPANY.
7. CAPITAL STRUCTURE Capital Structure - Current
Issue Founder and Seed shares raising $175,000
Issue Shares and Warrants to Acquire Innisfail Property
Total 1.80 Million shares outstanding
Options to be issued after financing
Management and Directors 95.9 % Basic / 93.1 % FD
Capital Structure – Post Minimum Financing
Assume $700,000 minimum is evenly split between CM and FT shares
5.59 Million shares outstanding after financing and PrivateCo. acquisition
Management and Directors 42.8% Basic / 40.6 % FD
875 M$ cash raised and 283 M$ in properties since inception
Capital Structure – Post Maximum Financing
Assume $2,000,000 maximum is evenly split between CM and FT shares
10.22 Million shares outstanding after financing and PrivateCo. Acquisition
Management and Directors 23.2% Basic / 22.8 % FD
2,175 M$ cash raised and 283 M$ in properties since inception
8. SOUTHERN ALBERTA MAP
9. INNISFAIL AREA Acquired 7.5% WI in 2240 Acres ( Crown and Freehold ).
Lands are in an Existing Hydrocarbon fairway.
Have access to a 1997 3D seismic data set covering WI lands and 2 offsetting sections ( 6 square miles ).
3D Seismic indicates strong prospects in the Leduc and Nisku for Oil and the Pekisko for gas.
Secondary targets include the Edmonton, Belly River, Ellerslie, Blueridge and Wabamun.
Deeper targets contain various levels of H2S ranging from 300 PPM in the Pekisko and up to +20% in the Leduc.
Licensing of the initial well targeting the Pekisko and Nisku zones not likely to result in a critical sour well application.
A new Leduc well likely would result in the submission of a critical sour well license application. Element would seek to farm out a Leduc test to a larger entity with deep sour drilling experience to advance this project.
10. INNISFAIL MAP
11. PRIVATECO. FREEHOLD LANDS Have a deal in principle to acquire all of PrivateCo’s land holdings for shares ( $0.25 ) and warrants exercisable @ $0.30. Deal is subject to Element raising a minimum of 700 M$ by May 31, 2008.
Total acreage of 2000 acres located in the Trochu and Carseland areas.
Lands either freehold mineral leases (88%) or fee title holdings (12%) and located directly offsetting producing spacing units.
Preliminary geological work has shown favorable indications of potential drilling locations.
Lands are primarily prospective for natural gas, however, some oil potential also exists.
12. CONTACT INFORMATION Rob Morrison, P.Eng, President and CEO
( 403 ) 816-8067
robm@elementnrg.ca
Chris Ritter, Vice President
( 403 ) 613-8060
chrisr@elementnrg.ca
Office Address
Suite 310, 602 11th Avenue SW
Calgary, Alberta, T2R 1J8