Encore Energy Partners Announces Agreements to Acquire Producing Properties and Increase in Distribution
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FORT WORTH, Texas--(Business Wire)--
Encore Energy Partners LP (NYSE: ENP) (the "Partnership" or "ENP") announced
today that it has entered into an agreement with an independent energy company
to purchase natural gas producing properties in the Vinegarone Field in Val
Verde County, Texas for $28 million in cash, subject to customary purchase price
adjustments and closing conditions. In addition, the Partnership entered into an
agreement with Encore Acquisition Company (NYSE: EAC) ("EAC") to purchase oil
and natural gas producing properties in the Williston Basin for $25.8 million in
cash, subject to customary purchase price adjustments and closing conditions.
The acquisitions will be effective April 1, 2009 and are expected to close by
June 1, 2009. The transaction will be immediately accretive to ENP`s
distributable cash flow per unit. Due to this accretion, the Partnership expects
that the annualized distribution rate will increase from $2.00 per unit for the
first quarter of 2009 to $2.05 per unit beginning with the distribution for the
second quarter of 2009.
Combined Acquisition Parameters
The combined acquisition parameters for the Vinegarone and Williston Basin
acquisitions are as follows:
Daily production 926 BOE/D
Total proved reserves 4.4 million BOE
Percentage proved developed 97%
Percentage natural gas 64%
Reserves to production ratio 13 years
Combined purchase price $53.8 million
Jon S. Brumley, Chief Executive Officer and President of Encore Energy Partners
GP LLC, stated, "Due to the Vinegarone`s less than 7% production decline, this
asset is perfect for our MLP. It is an ideal bolt on to our current Val Verde
Basin assets, and its low lifting costs of only $0.18 per Mcf allow this
property to generate a high margin. The Williston Basin assets are also an ideal
complement to the Vinegarone purchase and our MLP. The Williston properties are
long-life and oily, giving the combined transaction a 50% oil-weighted product
mix by revenue. Because the Williston assets are in 13 different fields, it
greatly increases ENP`s footprint in the Williston. This will allow the
partnership to take advantage of yet to be discovered zones and future
technological enhancements. The transactions show that even in this tough market
Encore Energy Partners is able to implement the plan that was laid out to
investors in our IPO. Having high-margin, long-life properties and a large
parent makes us unique and has created a resilient MLP that is able to take
advantage of this uncertain market. We are fortunate to have this relationship
with EAC."
Distributions
As a result of the Partnership`s expanded property base and increased cash flow,
the Partnership expects to increase the 2009 annualized distribution rate to
$2.05 per unit (or $0.5125 per quarter), beginning with the second quarter of
2009. The acquisitions are expected to be 5 to 8 percent accretive to the
distribution per unit at a 1.1 times coverage ratio for 2010 and beyond.
Property Details
The Vinegarone properties include shallow-declining mature assets that produce
from the Strawn formation of the Permian Basin. The properties have estimated
proved developed reserves of approximately 2.4 million barrels of oil equivalent
("BOE"), 100 percent of which are proved developed producing and 100 percent of
which are natural gas. The properties currently produce approximately 3.0
million cubic feet of natural gas per day, or 507 BOE per day, and such
properties are estimated to have a total reserves-to-production ratio of 13.0
years. The high-margin properties have lifting costs of approximately $1.08 per
BOE with a decline rate of less than 7 percent. These properties will be 99
percent operated by the Partnership.
The Williston Basin properties produce from 13 different fields in Montana and
North Dakota and include over 100 producing wells. The properties have estimated
total proved reserves of approximately 2.0 million BOE, 93 percent of which are
proved developed producing and 80 percent of which are oil. The properties
currently produce approximately 419 BOE per day.
Hedging
In connection with the acquisitions, the Partnership entered into derivative
contracts on a portion of the acquisitions` proved developed producing volumes.
The Partnership`s updated hedging positions are shown below.
Summary of Derivative Positions as of May 18, 2009:
Oil Derivative Contracts (a), (b)
Daily Average Daily Average Daily Average
Floor Floor Cap Cap Swap Swap
Period Volume Price Volume Price Volume Price
(Bbls) (per Bbl) (Bbls) (per Bbl) (Bbls) (per Bbl)
May - Dec. 2009 3,130 $ 110.00 440 $ 97.75 1,000 $ 68.70
2010 880 80.00 440 93.80 250 65.95
2,000 75.00 1,000 77.23 - -
2011 1,880 80.00 1,440 95.41 250 69.65
1,000 70.00 - - - -
2012 - - - - 250 71.40
Natural Gas Derivative Contracts (a)
Average Weighted Average Weighted Average Weighted
Daily Average Daily Average Daily Average
Floor Floor Cap Cap Swap Swap
Period Volume Price Volume Price Volume Price
(Mcf) (per Mcf) (Mcf) (per Mcf) (Mcf) (per Mcf)
May - Dec. 2009 3,800 $ 8.20 3,800 $ 9.83 - $ -
5,600 7.06 - - - -
2010 3,800 8.20 3,800 9.58 902 6.30
4,698 7.26 - - 3,000 6.15
2011 898 6.76 - - 902 6.70
- - - - 3,000 6.15
2012 898 6.76 - - 902 6.66
- - - - 3,000 6.15
(a) Oil prices represent NYMEX WTI monthly average prices, while natural gas
prices represent various price points.
(b) In order to partially finance the cost of premiums on certain purchased
floors, the Partnership may sell floors with a strike price below the strike
price of the purchased floor, thereby entering into a floor spread. In the above
table, the purchased floor component of these floor spreads are shown net and
included with the Partnership`s other floor contracts. In addition to the floor
contracts shown for 2009, the Partnership has a floor contract for 1,000 barrels
per day at $63.00 per barrel and a short floor contract for 1,000 barrels per
day at $65.00 per barrel.
The Board of Directors of the Partnership`s general partner approved the
transaction with EAC based on a recommendation from its Conflicts Committee,
which consists entirely of independent directors. Simmons & Company
International and Griffis & Associates, LLC acted as financial advisors to ENP`s
Conflicts Committee, and Simmons & Company International delivered a fairness
opinion in connection with the transaction. Barclays Capital acted as financial
advisor and rendered a fairness opinion to EAC`s Board of Directors in
connection with the transaction.
About the Partnership
Encore Energy Partners LP was formed by Encore Acquisition Company to acquire,
exploit, and develop oil and natural gas properties and to acquire, own, and
operate related assets. ENP's assets consist primarily of producing and
non-producing oil and natural gas properties in the Big Horn Basin in Wyoming
and Montana, the Williston Basin in North Dakota, the Permian Basin in West
Texas, and the Arkoma Basin in Arkansas.
Cautionary Statement
This press release includes forward-looking statements, which give ENP's current
expectations or forecasts of future events based on currently available
information. Forward-looking statements in this press release relate to, among
other things, estimated reserves and production, estimated reserve-to-production
ratio, decline rates, expected accretion to distributable cash flow per unit,
expected distributions, expected margins, expected benefits from derivative
contracts, expected risks related to the acquisitions, the expected closing of
the transactions and the anticipated benefits therefrom, and any other
statements that are not historical facts. The assumptions of management and the
future performance of ENP are subject to a wide range of business risks and
uncertainties and there is no assurance that these statements and projections
will be met. Factors that could affect ENP's business include, but are not
limited to: the risks associated with drilling of oil and natural gas wells;
ENP's ability to find, acquire, market, develop, and produce new properties; the
risk of drilling dry holes; oil and natural gas price volatility; derivative
transactions (including the costs associated therewith and the ability of
counterparties to perform thereunder); uncertainties in the estimation of
proved, probable, and possible reserves and in the projection of future rates of
production and reserve growth; inaccuracies in ENP's assumptions regarding items
of income and expense and the level of capital expenditures; uncertainties in
the timing of exploitation expenditures; operating hazards attendant to the oil
and natural gas business; drilling and completion losses that are generally not
recoverable from third parties or insurance; potential mechanical failure or
underperformance of significant wells; climatic conditions; availability and
cost of material and equipment; the risks associated with operating in a limited
number of geographic areas; actions or inactions of third-party operators of
ENP's properties; diversion of management's attention from existing operations
while pursuing acquisitions; availability of capital; the ability of lenders and
derivative counterparties to fulfill their commitments; the strength and
financial resources of ENP's competitors; regulatory developments; environmental
risks; uncertainties in the capital markets; general economic and business
conditions (including the effects of the worldwide economic recession); industry
trends; and other factors detailed in ENP`s most recent Form 10-K and other
filings with the Securities and Exchange Commission. If one or more of these
risks or uncertainties materialize (or the consequences of such a development
changes), or should underlying assumptions prove incorrect, actual outcomes may
vary materially from those forecasted or expected. ENP undertakes no obligation
to publicly update or revise any forward-looking statements.
Encore Energy Partners LP, Fort Worth
Bob Reeves, 817-339-0918
rcreeves@encoreacq.com
or
Kim Weimer, 817-339-0886
kweimer@encoreacq.com
Copyright Business Wire 2009
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