Triton Energy Corp. Announces West Central Alberta Property Acquisition and $25 Million Bought Deal Financing
January 28 2010 - 3:37PM
Marketwired Canada
Triton Energy Corp. ("Triton" or the "Corporation") (TSX VENTURE:TEZ) is pleased
to announce that it has entered into an agreement to acquire oil & gas
properties located in West Central Alberta for approximately $45.0 million (the
"Acquisition"). Additionally, Triton is also pleased to announce a $25.0 million
bought deal financing at a price of $0.24 per share (the "Financing").
HIGHLIGHTS OF THE ACQUISITON
The acquired properties (65% liquids rich natural gas, 35% light oil) are
located in the Ferrybank area of West Central Alberta and will increase Triton's
inventory of high quality repeatable drilling prospects. The Acquisition will
increase Triton's exposure to the liquids rich natural gas Glauconite Formation
on the Hoadley trend, an area where industry players have experienced
considerable success with horizontal drilling, and it will also provide Triton
multiple Ellerslie and Belly River light oil drilling locations. The Acquisition
is also generally characterized by high working interests (approx.70%),
operatorship, 2D & 3D seismic coverage and control of infrastructure, all
attributes that provide Triton with significant exposure to the benefits and
upside of these plays. These properties also contain gathering and processing
infrastructure capable of accommodating future production additions.
The effective date of the Acquisition is November 1, 2009 and it is expected to
close on or about February 22, 2010.
TRANSACTION METRICS & CHARACTERISTICS
The Acquisition is expected to be accretive to Triton on a per share basis on
all key metrics. Transaction metrics set out below are net of an internally
estimated land value of $2.0 million (approx. $100/acre) and net of
approximately $2.0 million of cash flow since the November 1, 2009 effective
date. The Acquisition has the following metrics and characteristics:
Acquisition Metrics
Current Production 1,126 boe/d (65% natural gas, 35%
oil & ngls)
Production Per Flowing boe $36,412 per producing boe
Proved Reserves $15.43 per boe
Proven and Probable Reserves $10.48 per boe
Characteristics
Total Proved Reserves(1) 2,658 Mboe
Total Proved plus Probable Reserves(1) 3,912 Mboe
Proved plus Probable RLI 9.5 years
Undeveloped Land 24,038 net acres
Development Drilling Locations(2)
Glauconite (natural gas) Hz Drilling
Locations 12 wells
Ellerslie & Belly River (oil) Drilling
Locations 13 wells
Recompletions(2) 11 wells, mixed zones
1.The company interest reserves estimates from GLJ Petroleum Consultants
("GLJ") only include producing assets and the Glauconite drilling plans for
the Crystal area. Proved undeveloped reserves are assigned to three proved
horizontal locations and three proved vertical locations. Proved plus
probable reserves are assigned to four horizontal locations and five
vertical locations. GLJ is expected to complete the NI 51-101 evaluation of
the PDNP and additional PUD and Probable reserves in conjunction with
Triton's year-end reporting.
2.Development drilling locations and recompletions are internally generated
and may not necessarily be reflected in the GLJ report.
EQUITY FINANCING
Triton has also entered into an agreement with a syndicate of underwriters, led
by National Bank Financial Inc. and including First Energy Capital Corp.,
Macquarie Capital Markets Canada Ltd., Desjardins Securities Inc. and Raymond
James Ltd. (collectively, the "Underwriters"), pursuant to which the
Underwriters will purchase, on a bought deal basis, 104,170,000 common shares
("Common Shares") of Triton at a price of $0.24 per common share for gross
proceeds of $25.0 million. In addition, the Underwriters have been granted an
over-allotment option (the "Over-Allotment Option"), exercisable for a period of
30 days following closing of the Financing, to purchase a further 15,625,000
common shares, at a price of $0.24 per common share for additional gross
proceeds of $3.75 million.
The net proceeds of the Financing will be used to fund the Acquisition, ongoing
exploration and development activities and for general corporate purposes. The
Common Shares issued under the Financing will be offered in certain provinces of
Canada by way of a short form prospectus. Closing of the Financing is expected
to occur on or about February 22, 2010, subject to customary conditions and
regulatory approvals, including the approval of the TSX Venture Exchange (the
"TSXV").
In connection with the Acquisition, the Corporation expects to increase its
credit facilities to approximately $20 million effective at closing of the
Financing. Triton estimates it will have debt, net of working capital, of
approximately $15 million at the closing of the Financing and the Acquisition,
closing of the previously announced rights offering and assuming the
Over-Allotment Option is exercised in full.
STRATEGIC RATIONALE
Triton's management team is focused on creating shareholder value through both
internal generation of prospects and strategic acquisitions. The Acquisition is
consistent with Triton's strategy of acquiring high quality liquids rich natural
gas, complemented by light oil, with repeatable drilling opportunities. The
Acquisition will also provide Triton with a solid foundation for growth by
enhancing its current operations with a multi-year drilling inventory in an area
where the management team has extensive experience and success. With the
addition of these properties, the management team will be able to exploit its
technical expertise, capitalize on its experience and provide value for its
shareholders by implementing an aggressive exploration and development program.
Upon completion of the Acquisition, the Corporation expects to have pro forma
production of approximately 1,950 boepd of natural gas and light oil, more than
62,300 net acres of undeveloped land and a concentrated asset base in West
Central Alberta with a large inventory of development and exploratory drilling
locations. The Corporation expects to announce its 2010 capital program when the
Acquisition closes.
FINANCIAL ADVISOR
National Bank Financial Inc. is acting as exclusive financial advisor to Triton
Energy Corp. with respect to the Acquisition.
INVESTOR INFORMATION
Triton is a Calgary, Alberta based corporation engaged in the exploration,
development and production of petroleum and natural gas. The Corporation's
common shares are listed on the TSX Venture Exchange under the trading symbol
"TEZ".
Additional information regarding Triton is available under the Corporation's
profile at www.sedar.com and an updated presentation is available at the website
www.tritonenergy.ca.
This press release shall not constitute an offer to sell, nor the solicitation
of an offer to buy, any securities in the United States, nor shall there be any
sale of securities mentioned in this press release in any state in the United
States in which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such state.
Forward Looking and Cautionary Statements
This news release contains forward-looking statements relating to the
Corporation's plans and other aspects of the Corporation's anticipated future
operations, strategies, financial and operating results and business
opportunities. These forward-looking statements may include opinions,
assumptions, estimates, management's assessment of future plans and operations,
and, more particularly, statements concerning the completion of the Acquisition
and the Financing and the use of proceeds of the Financing.
Forward-looking statements typically use words such as "will," "anticipate,"
"believe," "estimate," "expect," "intent," "may," "project," "should," "plan,"
"intend," and similar expressions suggesting future outcomes, and statements
that actions, events or conditions "may," "would," "could," or "will" be taken
or occur in the future. Specifically, this press release contains
forward-looking statements relating to the completion of the Acquisition and the
Financing; the expected transaction metrics of the Acquisition; the use of
proceeds of the Financing; the expected increase in the Corporation's credit
facility as a result of the Acquisition and the Financing; the Corporation's
anticipated debt following completing of the Acquisition and the Financing; and
anticipated growth and advantages to be gained as a result of the Acquisition.
In addition, statements regarding reserves are deemed to be forward-looking
statements, as they involve estimates and assumptions as to the expectation that
the reserves can be economically exploited in the future. The forward-looking
statements are based on various assumptions including expectations regarding the
properties acquired further to the Acquisition; the outlook for petroleum and
natural gas prices; estimated amounts and timing of capital expenditures;
estimates of future production; assumptions concerning the timing of regulatory
approvals and the satisfaction of closing conditions of the Acquisition and the
Financing; the state of the economy and the exploration and production business;
results of operations; performance; business prospects and opportunities; future
exchange and interest rates; the Corporation's ability to obtain equipment in a
timely manner to carry out development activities; and the ability of the
Corporation to access capital. While the Corporation considers these assumptions
to be reasonable based on information currently available to it, they may prove
to be incorrect.
Forward-looking statements are subject to a wide range of assumptions, known and
unknown risks and uncertainties and other factors that contribute to the
possibility that the predicted outcome will not occur, including, without
limitation: risks associated with oil and gas exploration, development,
exploitation, production, marketing and transportation; loss of markets;
volatility of commodities prices; currency fluctuations; imprecision of reserves
estimates; environmental risks; competition from other producers; inability to
retain drilling rigs and other services; incorrect assessment of the value of
acquisitions; failure to realize the anticipated benefits of acquisitions;
general economic conditions; delays resulting from or inability to obtain
required regulatory approvals and to satisfy various closing conditions; and
ability to access sufficient capital from internal and external sources. Readers
are cautioned that the foregoing list of factors is not exhaustive.
Although Triton believes that the expectations represented by such
forward-looking statements are reasonable, there can be no assurance that such
expectations will be realized. As a consequence, actual results may differ
materially from those anticipated in the forward-looking statements and you
should not rely unduly on forward-looking statements. The forward-looking
statements contained in this news release are made as of the date of this news
release. Except as required by applicable law, Triton does not undertake any
obligation to publicly update or revise any forward-looking statements.
Note Regarding BOEs
The term barrel of oil equivalent ("boe") may be misleading, particularly if
used in isolation. A conversion ratio for gas of 6 mcf:1 boe is based on an
energy equivalency conversion method primarily applicable at the burner tip and
does not represent a value equivalency at the wellhead.
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