Wild Stream Exploration Inc. Announces Significant Southwest Saskatchewan Property Acquisition and $89 Million Bought Deal Finan
April 25 2011 - 7:03AM
Marketwired Canada
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Wild Stream Exploration Inc. ("Wild Stream" or the "Company") (TSX VENTURE:WSX)
is pleased to announce that Wild Stream has entered into an agreement to acquire
focused, high working interest, operated producing oil and gas assets (the
"Property Acquisition") in southwest Saskatchewan from an energy producer. The
acquisition will add material production, reserves and undeveloped land in our
core Shaunavon and Dodsland resource oil plays.
SUMMARY OF THE PROPERTY ACQUISITION
Wild Stream is acquiring 1,800 boepd (75% oil) of production for total
consideration of approximately $175 million (subject to customary closing
adjustments and approvals) consisting of $160 million of cash and the issuance
of 1.3 million common shares of Wild Stream.
The properties to be acquired have a 75% average working interest, are 90%
operated and have extensive associated infrastructure. Substantially all of the
existing production is connected to underutilized oil and gas processing
facilities that will allow further development with minimal related
infrastructure expenditures.
The acquired properties have the following characteristics:
Production
Shaunavon area: 1,300 bbls/d (100% 23 degrees API oil)
Dodsland area: 50 bbls/d (100% 36 degrees API oil)
Other SW Saskatchewan assets: 2,700 mcf/d of gas
Total: 1,800 boepd
Reserves
Proved Plus Probable
Producing(1) 7.0 MMboe (86% oil)
Land
Shaunavon area: 52,000 net acres
Dodsland area: 25,000 net acres
Other SW Saskatchewan: 60,000 net acres
Total 137,000 net acres
Total unbooked drilling
locations:
Upper Shaunavon: 50 net
Lower Shaunavon: 60 net
Dodsland Viking: 50 net
Total: 160 net
Operating netback
Oil operating netback (2): $40.00/bbl
Gas operating netback (2): $1.00/mcf
Combined operating netback(2): $30.00/boe
1. Gross Company Reserves. Reserves are Wild Stream internal estimates
prepared effective April 1, 2011 by a member of management who is a
qualified reserves evaluator in accordance with National Instrument 51-
101. Gross Company Reserves means the company's working interest reserves
before the calculation of royalties, and before the consideration of the
company's royalty interests.
2. Based on Western Canada select pricing of Cdn $85/bbl and gas pricing of
Cdn $4.00/mcf.
TRANSACTION METRICS
Net of the internally estimated land value of $30 million the transaction
metrics are as follows:
Production $80,500 per producing boe
Proved plus Probable Producing
Reserves $20.70 per boe
National Bank Financial Inc. acted as Wild Stream's sole financial advisor with
respect to the Property Acquisition.
EQUITY FINANCING
To fund the acquisition of the properties, Wild Stream has entered into an
agreement, on a bought deal basis, with a syndicate of underwriters, led by
National Bank Financial Inc. and including Peters & Co. Limited, FirstEnergy
Capital Corp., Paradigm Capital Inc., CIBC World Markets Inc., GMP Securities
L.P., Scotia Capital Inc. and Desjardins Securities Inc. (collectively, the
"Underwriters"), pursuant to which the Underwriters have agreed to purchase for
resale to the public, 7,700,000 subscription receipts of Wild Stream
("Subscription Receipts") at price of $11.55 per Subscription Receipt for gross
proceeds of $88.9 million (the "Financing"). In addition, the Underwriters have
been granted an over-allotment option, exercisable for a period of 30 days
following closing of the Financing, to purchase a further 770,000 Subscription
Receipts, at a price of $11.55 per Subscription Receipt for additional gross
proceeds of $8.9 million.
The entire gross proceeds of the Financing (the "Escrowed Funds") shall be held
in escrow pending completion of the Property Acquisition. Upon closing of the
Property Acquisition, each holder of a Subscription Receipt shall receive one
(1) Common Share without any further action or payment of any additional funds,
and the Escrowed Funds shall be released to Wild Stream. If the Property
Acquisition is not completed by June 30, 2011, the escrowed funds and any
interest earned thereon will be returned to the holders of Subscription
Receipts.
Closing of the Financing is subject to customary conditions and regulatory
approvals, including the approval of the TSX Venture Exchange (the "TSXV").
Closing is expected to occur on or about May 17, 2011.
STRATEGIC RATIONALE
The Property Acquisition allows Wild Stream to continue the exploitation of
underdeveloped Upper Shaunavon pools and to extend the boundaries of the
Company's Lower Shaunavon and Dodsland Viking resource oil fairways.
The Property Acquisition adds in excess of 50 potential drilling locations in
the Upper Shaunavon formation. Based on internal estimates the Property
Acquisition has defined Upper Shaunavon oil pools with Discovered Petroleum
Initially in Place ("DPIIP") in excess of 150 million barrels. To date these
pools have recovered less than 10% of the DPIIP. Through the implementation of
horizontal multi-frac technology and waterflood optimization, similar to Wild
Stream's existing success in the Upper Shaunavon, it is feasible that recovery
factors in excess of 20% can be achieved. Our cumulative unbooked inventory in
the Upper Shaunavon formation has now increased to 130 net wells.
Recent drilling in close proximity to the Property Acquisition has indicated an
extension of the Lower Shaunavon resource oil fairway on to a significant
portion of these lands. Wild Stream has identified the potential for in excess
of 60 Lower Shaunavon horizontal locations. The Property Acquisition lands
adjoin the 15,000 net acres that Wild Stream acquired at the April 11, 2011
Saskatchewan crown land sale. Cumulatively, Wild Stream's net unbooked drilling
inventory in the Lower Shaunavon has now increased to in excess of 200 wells.
In the Dodsland area the Property Acquisition includes an estimated 50 net
drilling locations. The lands complement the 20,000 net acres acquired at the
April 11, 2011 Saskatchewan crown land sale and the recent exploration success
in the vicinity of those lands. Wild Stream's net unbooked drilling inventory
has climbed to in excess of 250 wells in this area.
PROFORMA COMPANY SNAPSHOT
Exit 2011 production: 6,800 boepd (90% oil)
Proved plus Probable Reserves
(1): 24 MMboe (93% oil)
Key resource oil land positions
Shaunavon area: 150,000 net acres
Dodsland area: 73,000 net acres
Key unbooked horizontal resource oil drilling inventory
Upper Shaunavon: 130 net wells
Lower Shaunavon: 205 net wells
Dodsland Viking: 250 net wells
1. Gross Company Reserves. Reserves evaluated by Sproule Associates Ltd.
("Sproule") as at December 31, 2 010 for Wild Stream. Reserves for the
Property Acquisition and the acquisition of Vertex Energy Inc. are Wild
Stream internal estimates prepared by a member of management who is a
qualified reserves evaluator in accordance with National Instruments 51-
101 effective December 31, 2010. Gross Company Reserves means the
Company's working interest reserves before the calculation of royalties,
and before the consideration of the Company's royalty interests.
Wild Stream's multiyear inventory, proven execution abilities and commitment to
prudent fiscal management should allow your company to see meaningful per share
growth for the foreseeable future. We remain committed to increasing shareholder
value through a combination of exploration, strategic acquisitions and
subsequent exploitation while maintaining a conservative approach to balance
sheet management.
FORWARD LOOKING STATEMENTS: This press release contains forward-looking
statements. More particularly, this press release contains forward looking
statements concerning the closing of the Property Acquisition and financing the
use of proceeds for the Offering, the nature of the assets to be acquired
pursuant to the Property Acquisition, the increase of Wild Stream's capital
budget and 2011 exit guidance, Wild Stream's drilling plans, future growth
plans, reserves and values attributable thereto and Wild Stream's growth
strategy. In addition, the use of any of the words "guidance", "initial,
"scheduled", "will", "prior to", "estimate", "anticipate", "believe",
"potential", "should", "unaudited", "forecast", "future", "continue", "may",
"expect", "project", and similar expressions are intended to identify
forward-looking statements. The forward-looking statements contained herein are
based on certain key expectations and assumptions made by the Company, including
expectations and assumptions concerning the success of optimization and
efficiency improvement projects, the availability of capital, current
legislation, the success of future drilling and development activities, the
performance of existing wells, the performance of new wells, Wild Stream's
growth strategy, general economic conditions, availability of required equipment
and services and prevailing commodity prices.
Although the Company believes that the expectations and assumptions on which the
forward-looking statements are based are reasonable, undue reliance should not
be placed on the forward-looking statements because the Company can give no
assurance that they will prove to be correct. Since forward-looking statements
address future events and conditions, by their very nature they involve inherent
risks and uncertainties. Actual results could differ materially from those
currently anticipated due to a number of factors and risks. These include, but
are not limited to, risks associated with the oil and gas industry in general
(e.g., operational risks in development, exploration and production; delays or
changes in plans with respect to exploration or development projects or capital
expenditures; the uncertainty of reserve estimates; the uncertainty of estimates
and projections relating to production, costs and expenses, and health, safety
and environmental risks), commodity price and exchange rate fluctuations, a
failure to realize the anticipated benefits of the Property Acquisition, a lack
of availability of qualified personnel, a failure to obtain any required
regulatory approvals, inability to access sufficient capital from internal or
external sources, changes in legislation affecting the oil and gas industry and
uncertainties resulting from potential delays or changes in plans with respect
to exploration or development projects or capital expenditures. Certain of these
risks are set out in more detail in the Company's Annual Information Form which
has been filed on SEDAR and can be accessed at www.sedar.com or Wild Stream's
website www.wildsr.com.
Certain estimates of DPIIP have been presented in this press release. All
estimates of resources presented in this press release have an effective date of
April 1, 2011 and represent estimates of oil resources determined by internal
"qualified reserves evaluators" of Wild Stream as defined in National Instrument
51-101 - Standards of Disclosure for Oil and Gas Activities. The resource
estimates prepared herein have not been evaluated or audited by an independent
qualified reserves evaluator. DPIIP is defined in the Canadian Oil and Gas
Evaluation Handbook (the "COGE Handbook") as the quantity of hydrocarbons that
are estimated to be in place within a known accumulation, prior to production.
There is no certainty that it will be economically viable or technically
feasible to produce any portion of the DPIIP except for those portions already
produced or identified in the December 31, 2010 Sproule Report as P+P Reserves.
At this time all of the DPIIP that has not already been produced or classified
as reserves would be classified as Unrecoverable DPIIP. None of the DPIIP can
presently be classified as Contingent Resources, due to the fact that technical
studies have not been performed in order to quantify such additional volumes or
to define a project for the recovery of such resources. Unrecovered DPIIP is
defined in the COGE Handbook as is that portion of DPIIP quantities which is
estimated, as of a given date, not to be recoverable by future development
projects. A portion of these quantities may become recoverable in the future as
commercial circumstances change or technological developments occur; the
remaining portion may never be recovered due to the physical/chemical
constraints represented by subsurface interaction of fluids and reservoir rocks.
Certain drilling and recompletion opportunities have been identified herein by
management of the Company. Certain of the drilling opportunities identified have
no associated reserves or resources which can presently be classified as
recoverable. As such the initial rates of production identified do not represent
estimates of future production associated with the drilling opportunities. The
initial rates of production and the capital costs associated with drilling and
recompletion identified herein are based on analogous public information
received from other producers using similar technologies as Longview intends to
use in the same or similar areas and formations which form part of the Property
Acquisition. No resources will be recovered from the drilling opportunities
identified which have no associated reserves unless commercial circumstances
change and/or management of Wild Stream is able to successfully employ the
application of unconventional or conventional technologies.
The forward-looking statements contained in this press release are made as of
the date hereof and the Company undertakes no obligation to update publicly or
revise any forward-looking statements or information, whether as a result of new
information, future events or otherwise, unless so required by applicable
securities laws.
Meaning of Boe: When used in this press release, Boe means a barrel of oil
equivalent on the basis of 1 Boe to 6 thousand cubic feet of natural gas. Boe
per day means a barrel of oil equivalent per day. Boe's may be misleading,
particularly if used in isolation. A Boe conversion ratio of 1 Boe for 6
thousand cubic feet of natural gas is based on an energy equivalency conversion
method primarily applicable at the burner tip and does not represent a value
equivalency at the wellhead.
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.
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