Corporate background

Blue Ensign Technologies Ltd was formed in April 1977 as e.Com Global Limited, with the intention of exploiting an innovative approach to converging telecommunications and internet technologies, known as Utbox. The company raised $7 million through an initial public offering in December 1977, and listed its shares on the Australian Stock Exchange. The original Utbox business arm was sold outright in 2006, by which time it had become irrelevant to the company’s then-new activities in oil shale processing. 

When the company announced its acquisition of a travel wholesaler in 2001, its shares were suspended from trading on the ASX, and have remained so ever since.

After resale of the unprofitable travel wholesaling business to its original vendors in mid-2004, the company was renamed Blue Ensign Technologies Limited. Then, presaging a radical change in the nature and direction of its business, Blue Ensign acquired Australian Thermal Solutions Pty Ltd outright in mid-2006. 

Blue Ensign now has four wholly owned subsidiaries. 

Australian Thermal Solutions Pty Ltd 

ATS was formed in April 2005 with three primary objectives: 

• Acquisition of an exclusive licence to the Rendall Process for production of synthetic crude oil from oil shale in Australia, and entitlement to sub-licence the Rendall Process in Australia and overseas.
• To acquire an interest in one or more major oil shale deposits in Queensland to provide the quantities of oil shale ore necessary for a technology development program. 
• Development and commercialisation of the Rendall Process to the stage of licensing it for use on oil shale deposits in Australia and overseas. 

In pursuit of the first objective, Blue Ensign negotiated a heads of agreement in August 2005 for an exclusive, royalty-free Australian licence for the Rendall Process. This agreement, together with a supplementary agreement of May 2006, was superseded by a formal licence agreement in August 2007. Although ATS is now essentially dormant, it is the licensor of record on behalf of RPI for Queensland Shale Oil’s licence (see below), and it will become the vehicle for promoting and selling additional licences to the Rendall Process within Australia.

The second objective of ATS was fulfilled in September 2005 upon outright acquisition of Fiva Resource Corporation Pty Ltd, which held title to an exploration permit, EPM 12863, over a well-known and substantial oil shale resource near Julia Creek, Northwest Queensland. 

Queensland Shale Oil Limited 

Fiva was formed in Western Australia in 1995 as a mineral explorer. It was wholly owned by ATS when acquired by Blue Ensign, but ownership was transferred directly to the latter shortly afterwards.

Fiva’s name was then changed to Queensland Shale Oil Limited in September 2006. This change recognised Blue Ensign’s intention that the company should become the corporate vehicle for development of the Julia Creek Oil Shale Project.

Blue Ensign intends that QSO will acquire and develop other oil shale interests in Australia and elsewhere in the world. 

RP International Limited

Blue Ensign formed RPI in June 2007 as a wholly owned subsidiary, expressly for the purpose of holding all of Blue Ensign’s intellectual property. Transfer of the intellectual property rights in the Rendall Process to RPI was completed in August 2007.

RPI will also be the licensor of record for use of the Rendall Process in Australia and overseas. Currently, 70% of net revenue from the latter will accrue to JSG-A (the original owner of the Rendall Process) and Frank Ciotti.

While ATS will seek to licence the Rendall Process in Australia, as noted earlier, RPI will be responsible for all overseas licensing activities. 

Innovative Technologies, Inc 

Innovative Technologies was formed by interests associated with the late John Rendall in New Mexico in 2002, but has never traded. IT was acquired by Blue Ensign for the purpose of becoming the assignee for an oil shale lease in Colorado. 

Blue Ensign’s business plan

In summary, Blue Ensign intends to pursue two related business activities:

• Licensing by ATS and RPI of the Rendall Process to owners of oil shale tenements and deposits in Australia and overseas. 
• Development by QSO of synthetic crude oil production ventures, initially at Julia Creek and subsequently at deposits in Australia and overseas in which Blue Ensign acquires interests. 

Success in both of these endeavours will turn on: 

• further development and refinement of the Rendall Process, 
• implementation and maintenance of effective strategies for protection of intellectual property, and 
• continuing development of the engineering and management teams required to identify and pursue licensing opportunities, and to fulfill licence and project implementation obligations.