---Increases Core Leasehold Position and
Production By Approximately 30%------Capitalizes
on Strong Recent Well Results and Adds Drilling
Inventory---
Penn Virginia Corporation ("Penn Virginia" or the "Company")
(NASDAQ:PVAC) today announced that it has entered into a definitive
agreement to acquire Eagle Ford assets located primarily in Lavaca
County, Texas for $205 million in cash from Devon Energy
Corporation (“Devon”) (NYSE:DVN). The Company anticipates the
acquisition will close on or before September 30, 2017, with an
effective date of March 1, 2017. Penn Virginia expects the purchase
price will be adjusted downwards by approximately $15 million to
reflect estimated net cash flows from the effective date to
closing, resulting in a net purchase price of approximately $190
million. The acquisition will be funded with new $150 million of
committed debt financing and borrowings under the Company’s credit
facility.
Significant benefits of the strategic
acquisition:
- Acquiring approximately 19,600 net acres contiguous to the
Company’s core operations, offering an expanded well inventory
including the opportunity for extended reach laterals (“XRLs”) with
PV10 breakeven pricing of less than approximately $30 per
barrel;
- Increases Penn Virginia’s net production by approximately 30%,
or approximately 3,000 barrels of oil equivalent per day (“BOEPD”),
of which approximately 64% is oil;
- Accretive to Penn Virginia under all measures, including
earnings, cash flow and net asset value per share. Acquiring
acreage at attractive price of approximately $2,900 per net acre
net of: • Net production value of approximately $105 million
($35,000 per flowing BOEPD); • Purchase price adjustment of
approximately $15 million to reflect net cash flows from effective
date to closing; • Over-riding royalty interest (“ORRI”) in
non-acquired acreage valued at approximately $8 million; and •
Midstream assets valued at approximately $20 million;
- Modifying development program by shifting one of the Company’s
drilling rigs to Area 2 predominantly in the acquired acreage,
which has higher returns and where Penn Virginia will have
increased working interests;
- Significant upside potential in the upper Eagle Ford and Austin
Chalk formations;
- Approximately $40 million of identified operational synergies;
and
- Maintains healthy balance sheet and ample liquidity.
Transaction and asset highlights:
- Expands the Company’s core leasehold position by 35%, or
approximately 19,600 net acres (90% held by production), which
includes 42 drilling units (35% of which are currently operated by
Penn Virginia) and an average working and net revenue interest of
approximately 98% and 76%, respectively;
- Significant de-risked inventory of 91 gross locations
(including six in drilling units currently operated by Penn
Virginia) targeting the lower Eagle Ford formation. XRLs are
identified for 43 gross (41 net) locations, including 26 gross (25
net) locations with an average lateral length of 10,000 feet or
greater;
- Net PDP reserves of approximately 6.3 million barrels of oil
equivalent (“MMBOE”), of which approximately 62% is oil. Total
resource potential is estimated at more than 60 MMBOE;
- Includes infield gathering and compression system with no
volume commitments or acreage dedications; and
- Transaction is subject to customary purchase price and closing
adjustments.
All numbers are approximate |
Pre-AcquisitionPenn
Virginia |
Acquisition |
Post-AcquisitionPenn
Virginia |
PercentChange |
Net production (BOEPD)(1) |
10,100 |
3,000 |
13,100 |
30 |
% |
Oil - percent of BOEPD(1) |
75% |
64% |
72% |
(3 |
%) |
Net acreage(2) |
56,000 |
19,600 |
75,600 |
35 |
% |
Gross drilling inventory(2)(3) |
525 |
85 |
610 |
16 |
% |
Net drilling inventory(2) |
353 |
81 |
434 |
23 |
% |
Net treatable lateral length(4) |
2.1 MM feet |
0.7 MM feet |
2.8 MM feet |
33 |
% |
(1) For the month of June 2017.(2) Pre-Acquisition Penn Virginia
net acreage and drilling inventory as of May 9, 2017.(3)
Acquisition locations exclude six gross locations currently
operated by Penn Virginia.(4) Represents total treatable lateral
length in net drilling inventory.
John A. Brooks, Interim Principal Executive
Officer and Chief Operating Officer commented, “This strategic
acquisition is an excellent fit and an important step in our
long-term growth strategy for Penn Virginia. It is particularly
attractive as it materially increases our Eagle Ford production,
acreage and drilling. The transaction is also accretive to all key
per-share metrics including earnings, cash flow and net asset
value.”
Mr. Brooks continued, “Our operations team knows
this area extremely well as the Devon acreage is contiguous to our
existing acreage position. We will utilize our technical
capabilities to optimize production and reduce operating and
administrative costs per BOE on the acquired assets, while
significantly increasing the size and scale of our Company. In
summary, we are acquiring high quality properties at an attractive
price that will provide Penn Virginia many years of drilling
inventory with enhanced economics even in today’s commodity price
environment.”
Lager 3H Well Update
As a result of the Devon acquisition, Penn Virginia will
increase its working interest in the Lager 3H well located in
Gonzales County, Texas from approximately 41% to 96% and remain the
operator. The well has been on line for 77 days with cumulative
production of 116 MMBOE (73% oil) and currently producing ~1,100
BOEPD. This is the first well that utilized the Company's
slickwater completion design in Area 2 (three string well casing
design) of the lower Eagle Ford Shale.
Guidance
The table below sets forth the Company’s current operational
guidance for 2017 and 2018, which has been updated to reflect the
acquisition of the Devon acreage.
|
Previous |
|
Pro Forma |
|
2017 |
|
|
2018 |
|
|
2017 |
|
|
2018 |
|
Production
(Boe/d) |
|
% oil |
|
|
% oil |
|
|
% oil |
|
|
% oil |
Fourth
quarter (exit rate) |
11,200
- 12,100 |
76 |
% |
|
13,500
- 14,500 |
79 |
% |
|
14,600
- 15,200 |
74 |
% |
|
21,000
- 23,000 |
74 |
% |
Full
year |
10,000
- 11,000 |
74 |
% |
|
12,600
- 13,700 |
78 |
% |
|
10,600
- 11,200 |
73 |
% |
|
20,000
- 22,000 |
74 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
Capital
expenditures ($MM) |
$120 - $140 |
|
|
$125 - $145 |
|
|
$140 - $160 |
|
|
$220 - $240 |
|
|
|
|
|
|
|
|
|
|
|
|
|
- The Company plans to fund its 2017 capital budget with cash
flow from operations and borrowings under its credit facility, and
expects to fund its 2018 capital expenditures primarily with cash
flow from operations;
- On a combined basis, Penn Virginia anticipates lease operating
expense (“LOE”), gathering, processing, and transportation expense
(“GPT”), and ad valorem/severance taxes on a per BOE basis will be
similar to current levels; and
- General & administrative expense, excluding transaction
related costs, are expected to be similar on an absolute basis, but
approximately 25% lower on a per BOE basis.
Financing Structure
The Company will finance the acquisition with
new $150 million of committed debt financing and borrowings under
the Company’s credit facility. Consistent with Penn Virginia’s
strategy to hedge production, upon closing the Company expects to
expand its hedging program for a significant portion of the oil and
natural gas production associated with this transaction. In
addition, Penn Virginia is in discussions with its bank lending
group to further amend and increase its reserve-based credit
facility beyond the current borrowing base of $200 million.
The Company is committed to maintaining
financial discipline and a strong balance sheet with a targeted net
debt to EBITDAX of 1.5x or below. Penn Virginia believes it will
achieve that level by the end of 2018 through the development of
the combined assets.
Conference Call and
Presentation
A conference call and webcast discussing the
acquisition is scheduled for Monday, July 31, 2017 at 11:00 a.m.
EDT. Prepared remarks will be followed by a question and
answer period. Investors and analysts may participate via phone by
dialing toll free 877-316-5288 (international: 734-385-4977) five
to 10 minutes before the scheduled start time, or via webcast by
logging on to our website, www.pennvirginia.com, at least 15
minutes prior to the scheduled start time to download supporting
materials and install any necessary audio software. An
on-demand replay of the webcast will also be available at our
website beginning shortly after the webcast. A presentation with
additional information regarding the acquisition has been posted to
the Company’s website at
www.pennvirginia.com/news-media/presentations.
About Penn Virginia
Corporation
Penn Virginia Corporation is an independent oil
and gas company engaged in the exploration, development and
production of oil, NGLs and natural gas in various domestic onshore
regions of the United States, with a primary focus in the Eagle
Ford Shale in south Texas. For more information, please visit
our website at www.pennvirginia.com.
Cautionary Statements
The SEC permits oil and gas companies, in their
filings with the SEC, to disclose only proved, probable and
possible reserves that a company anticipates as of a given date to
be economically and legally producible and deliverable by
application of development projects to known accumulations. We use
certain terms in this news release, such as total resource
potential, that the SEC's rules strictly prohibit us from including
in filings with the SEC. These measures are by their nature more
speculative than estimates of reserves prepared in accordance with
SEC definitions and guidelines and accordingly are less certain. We
also note that the SEC strictly prohibits us from aggregating
proved, probable and possible reserves (3P) in filings with the SEC
due to the different levels of certainty associated with each
reserve category.
The estimates and guidance presented in this
release are based on assumptions of capital expenditure levels,
prices for oil, natural gas and NGLs, current indications of supply
and demand for oil, well results and operating costs. Data
regarding acreage that is expected to be acquired is based on
currently available information about such acreage, including
reserves and production. The guidance provided in this release does
not constitute any form of guarantee or assurance that the matters
indicated will be achieved. While we believe these estimates and
the assumptions on which they are based are reasonable, they are
inherently uncertain and are subject to, among other things,
significant business, economic, operational and regulatory risks
and uncertainties and are subject to material revision. Actual
results may differ materially from estimates and guidance.
Forward-Looking Statements
Certain statements contained herein that are not
descriptions of historical facts are "forward-looking" statements
within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended. The Company uses words such as “guidance,”
“projects,” “estimates,” “plans,” “expects,” “continues,”
“intends,” “believes,” “forecasts,” “future,” “potential” and
variations of such words or similar expressions to identify
forward-looking statements. Because such statements include
assumptions, risks, uncertainties and contingencies, actual results
may differ materially from those expressed or implied by such
forward-looking statements, including the Company’s ability to
develop, explore for, acquire and replace oil and natural gas
reserves and sustain production, the Company’s ability to obtain
certain financing, consents or amendments from third parties,
and the Company’s ability to generate profits or achieve targeted
reserves in the development and exploratory drilling and well
operations. Additional information concerning these risks and
uncertainties can be found in Penn Virginia's press releases and
public filings with the SEC, including Penn Virginia’s Annual
Report on Form 10-K for the year ended December 31, 2016, as
updated by later filings with the SEC. Many of the factors
that will determine future results are beyond the ability of
management to control or predict. Readers should not place
undue reliance on forward-looking statements, which reflect
management's views only as of the date hereof. The statements
in this release speak only as of the date of this release.
Penn Virginia undertakes no obligation to revise or update any
forward-looking statements, or to make any other forward-looking
statements, whether as a result of new information, future events
or otherwise, except as may be required by applicable law.
Contact
Steve HartmanChief Financial Officer(713)
722-6529invest@pennvirginia.com
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