PERTH, Australia, Oct. 18, 2012 /CNW/ - Aurora Oil & Gas Limited ("Aurora" or "the Company") (ASX: AUT) (TSX: AEF) is pleased to announce it has appointed Mr Douglas E. Brooks to the role of Chief Executive Officer of the Aurora Group, effective 18 October 2012. Mr Brooks will be based in Aurora's Houston office.
Jonathan Stewart, currently Executive Chairman and CEO will remain the Company's Executive Chairman. Mr Stewart founded Aurora in 2005 and has been instrumental in its development since that time. In his continuing role as full time Executive Chairman, Mr Stewart will maintain his heavy involvement in decisions around the Company's corporate activities and strategic direction.
During a 30 year career in the oil & gas industry, Mr Brooks has held a number of senior executive positions, and was most recently the Senior Vice President of Business Development at Forest Oil Corporation, a position which he accepted in 2012. In the early part of his career, Mr Brooks spent 24 years with Marathon Oil Corporation and, in 2000, took on the role of Director of Upstream Mergers and Acquisitions, Worldwide and Business Development for North and South America. In 2006, Mr Brooks was appointed President and CEO of Compass Resources Corporation I, where he was responsible for development and subsequent divestiture of portfolio resource projects in Texas and Wyoming.
Mr Brooks' appointment is in line with Aurora's strategy to recruit experienced US-based senior management to assist with the execution of its existing Sugarkane Field interests in the Eagle Ford, and to identify, evaluate and where appropriate pursue additional growth opportunities within the Eagle Ford.
Significantly, this appointment separates the roles of Chairman and CEO at Aurora, which the Company believes is appropriate at this stage of its development and in line with corporate governance best practices.
Aurora Chairman Jon Stewart said: "We are very pleased to have secured someone of Mr Brooks' calibre to the Aurora team and believe he has the skills, expertise, contacts and energy to assist Aurora to continue to develop our US-based assets and execute our existing focused growth strategy. Significant for Aurora is the time he has spent working in the US oil & gas industry and in senior management positions at Marathon Oil, our joint venture partner in the Eagle Ford Sugarkane Field.
"Additionally, we have reached a point in our existence where as a Board we consider it prudent to separate the roles of Chair and CEO to reflect the size and complexity of the Company and the differences in those roles. My level of interest, commitment and activity in the Company will remain the same, as will our stated growth strategy. With our asset base situated in Texas and having established our operations base in Houston under COO Michael Verm, we believe having an industry experienced CEO in this jurisdiction full time will be of significant benefit for the Company and its shareholders."
Commenting on his appointment, Mr Brooks said: "I am delighted to be joining the Aurora team and I am looking forward to helping drive the existing strategy that has been successfully executed to date. As CEO, I will assist Aurora's Board and management team in overseeing the development of the Company's very high quality Sugarkane oil and gas assets, as well as identifying accretive growth opportunities for the Company within the Eagle Ford."
As Chief Executive Officer, Mr Brooks will be paid an annual salary of US$450,000 (inclusive of matching employer contributions under 401(k) retirement plans). Mr Brooks will be paid a US$250,000 make whole sign on bonus, which is subject to repayment (either fully or in part) if his employment is terminated within the first two years. In addition, Aurora has issued Mr Brooks 300,000 Performance Rights, each of which will entitle Mr Brooks to one ordinary share of Aurora upon vesting, and 750,000 Options to acquire ordinary shares of Aurora. The Performance Rights and Options will vest in three equal tranches as set out below:
- 100,000 Performance Rights and 250,000 Options (Tranche 1) will vest on the first anniversary of the date of commencement of his employment;
- 100,000 Performance Rights and 250,000 Options (Tranche 2) will vest on the second anniversary of the date of commencement of his employment; and
- 100,000 Performance Rights and 250,000 Options (Tranche 3) will vest on the third anniversary of the date of commencement of his employment,
For each tranche, vesting of Performance Rights and Options is subject to Mr Brooks remaining employed as CEO at the applicable vesting date. Unvested Performance Rights and Options will vest in the event of a change of control in respect of Aurora. Each Option will expire three years after its vesting, and the exercise prices for the Options are A$4.00 for Tranche 1 Options, A$4.50 for Tranche 2 Options and A$5.00 for Tranche 3 Options. The terms and conditions of the Performance Rights and Options will be governed by Aurora Long Term Incentive Plan Rules approved by shareholders in 2012.
Mr. Brooks employment agreement otherwise contains standard terms and conditions for agreements of this nature, including notice periods in the event of termination, expense reimbursements, leave entitlements and participation in health and benefit plans of the Aurora Group.
About Mr Brooks
Mr Brooks is a senior oil and gas executive with a career in the industry spanning 30 years. Mr Brooks worked business development and M&A roles at Marathon Oil Corporation for almost 25 years, including 6 years as Director of Mergers & Acquisitions, Worldwide, and Business Development across the Americas. In that role he built a global team to identify, review and execute M&A opportunities and to refine Marathon's global strategy, with a particular focus on North American business development. Mr Brooks left Marathon in 2006 and founded private equity-backed firm Compass Resources Corporation I. During this time, he recruited a highly experienced technical team, identified, developed and sold two resources projects before selling the business in 2011. Most recently Mr Brooks was Senior Vice President of Business Development at US-listed Forest Oil Corporation. Mr Brooks is a board member of the Houston Producer's Forum and an advisor for Hart Energy's A&D Watch, a global energy research publication. He holds a Bachelor of Science in Business Management from the University of Wyoming - Casper and a Masters of Business Administration, Finance, from Our Lady of the Lake University in Texas.
Aurora is an Australian and Toronto listed oil and gas company active exclusively in the over pressured liquids rich region of the Eagle Ford Shale in Texas, United States. The Company is engaged in the development and production of oil, condensate and natural gas in Karnes, Live Oak and Atascosa counties in South Texas. Aurora participates in approximately 77,000 highly contiguous gross acres in the heart of the trend, including approximately 19,300 net acres within the liquids rich zones of the Eagle Ford.
SOURCE: Aurora Oil & Gas Limited
For further information:
Aurora Oil & Gas Limited ABN 90 008 787 988
Level 20, 77 St. Georges Terrace, Perth, WA 6000, Australia
GPO Box 2530 Perth, WA 6001, Australia
t +61 8 9440 2626, f +61 8 9440 2699, e [email protected]
Aurora USA Oil & Gas, Inc. a subsidiary of Aurora Oil & Gas Limited
1111 Louisiana, Suite 4550, Houston, TX 77002 USA
t +1 713 402 1920, f +1 713 357 9674