Attached files
file | filename |
---|---|
8-K - FORM 8-K - SUN RIVER ENERGY, INC | d79543e8vk.htm |
EX-2.2 - EX-2.2 - SUN RIVER ENERGY, INC | d79543exv2w2.htm |
EX-10.2 - EX-10.2 - SUN RIVER ENERGY, INC | d79543exv10w2.htm |
EX-10.1 - EX-10.1 - SUN RIVER ENERGY, INC | d79543exv10w1.htm |
Exhibit 99.1
SUN RIVER ENERGY, INC. COMPLETES ACQUISITION OF KATY RESOURCES ETX, LLC ASSETS
Dallas, TX (PRNewswire-FirstCall) February 10, 2011 Sun River Energy, Inc.
(OTC:BB:SNRV). Sun River Energy, Inc. (the Company or Sun River) closed the purchase of
certain oil and gas interest under a definitive Purchase and Sale Agreement (PSA) with Katy
Resources ETX, LLC (Katy). Under the PSA Sun River acquired a majority of Katys operated oil
and gas properties.
The original terms of the previously reported PSA called for a payment of $5.0 million in cash
and $3.5 million worth of shares of the Companys common stock. The PSA recently was modified to
reflect a cash payment of $1,000,000, issuance of a 180 day term note in the amount of $4,000,000
at 8% interest, secured by a deed of trust, and delivery of 1,583,710 shares of the Companys
common stock valued at $2.21 per share.
Sun River acquired multiple leases which include three producing gas units containing four
existing well-bores, three of which are currently producing. Total acreage held by production
under this acquisition is 2,486 gross acres (1,361 net acres). In addition, 9,706 gross acres
(7,549 net acres) are included in primary terms on multiple leases.
An independent Evaluation of the Total Proved Reserves of the Katy assets acquired was
performed by the firm of Cawley, Gillespie & Associates, Inc., Petroleum Consultants, (Texas
Registered Engineering Firm F-693) (CG&A) The report, which evaluated the purchased assets under
the PSA as of the effective date of the sale of November 1, 2010, sets forth estimated total proved
reserves of 19.5 billion cubic feet (Bcf) of natural gas and 61,000 barrels (Bbl) of
oil.1 The estimated net operating income before income taxes discounted at 10% (PV10)
for all proved reserves is $16.56 Million.2 In addition to proved reserves, the
Companys engineers estimate 3P reserves at 89 Bcf and total potential resources at 270 Bcf. The
Company also estimates an aggregate of 253 additional drilling locations if the leases are fully
developed.
Sun Rivers wholly owned subsidiary, Sun River Operating, Inc., assumes operations on all
properties acquired under the PSA effective immediately.
Donal R. Schmidt, Jr., the Companys CEO and President, states:
We are very excited to complete this acquisition. Once again, our management team set forth
an impressive goal and delivered in a timely and prudent manner. My confidence in our team
continues to grow as we time and time again meet our developmental milestones. I can only assume
our shareholders feel the same.
Initially, when our new team came aboard we set out to acquire long-lived assets in a well
known area that added positive value to the Company at an attractive price. Our stated expectation
was to balance the exploration opportunities in Colfax County, New Mexico with developmental type
drilling activities that had plenty of running room to add proved reserves through the drill bit.
We believed this was the most prudent way of creating value in the long run in a public company
setting while minimizing shareholder risk. Unconventional deep
1 | The reserve classification reported herein conforms to the criteria of the Society of Petroleum Engineers. The reserve estimates and value ultimately recovered may differ significantly from the amounts reported herein. | |
2 | The discounted cash flow value shown should not be construed to represent an estimate of the fair market value by CG&A. Certain assumptions in this evaluation were made regarding prices and costs which may no longer be current. |
tight gas in East Texas is a
well-proven commodity in the capital market place with respect to this goal. As such, the Katy
acquisition fits this model very well. When coupled with the farmout from Devon and our results on
the first well, we have made great strides in this area.
This acquisition came at a very attractive price of $0.43 per Mcf proved. There is almost no
possible way to drill and create proved reserves this inexpensively. This is a major addition to
our asset base at a bargain price. As a shareholder myself, I can unequivocally say I am very
excited with how this should affect our balance sheet and our proved reserves schedule at year-end.
Additionally, this acquisition allows Sun River to immediately post revenue from production.
Over the next few weeks our engineers will finalize completion plans in the existing well-bores to
sharply increase overall cash flow as soon as practical. Our initial estimates lead us to believe
we may see positive EBITDA by year-end (April 30, 2011) depending upon how soon we can schedule men
and equipment. It is my intention to make every effort to see this goal fulfilled if at all
possible.
I am also pleased we obtained attractive finance terms with the seller under a modified PSA
that allows us to preserve our cash for drilling and completion activities. Although we anticipate
quickly retiring the debt piece with some type of equity transaction, this gives us a little
breathing room as production volumes begin to increase over the next several weeks. In short, we
have more latitude in the completion work as a result of the current financing arrangement.
As previously mentioned, the overall leasehold position acquired is in a very good
neighborhood and it will be exciting to develop this acreage. The well known geological pay
packages overlaying these leases include the Woodbine, the Pettit, the James Lime, the Travis Peak,
the Cotton Valley and the Haynesville/Bossier formations. These formations have an abundance of
natural gas with some fairly oily zones as well. As we work through the drilling opportunities on
this acreage we anticipate a considerable amount of additional exciting news regarding this
acreage.
Finally, having accomplished the goal of creating a strong acreage position in East Texas
with production and proved reserves, the Company can divert some of its human resources to
accelerate its focus on continuing to develop our Colfax County assets. I commend our team on the
tremendous amount of work completed in a short time to get us through the initial drill on the
Devon Farmout and this acquisition.
About Sun River Energy, Inc.:
Sun River Energy, Inc. is a Dallas-based, development-stage oil and gas exploration and production
company. For further information on the Company, please visit our website www.SunRiverEnergy.com.
Media Contact:
Gilbert Steedley
1-800-669-6511
Gilbert Steedley
1-800-669-6511
Notice Regarding Forward-Looking Statements
This news release contains forward-looking statements (statements which are not historical facts)
made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of
1995. Forward-looking
statements are based on current expectations rather than historical facts and
they are indicated by words or phrases such as anticipate, could, may, might, potential,
predict, should, estimate, expect, project, believe, plan, envision, continue,
intend, target, contemplate, or will and similar words or phrases or comparable
terminology. We have based such forward-looking statements on our current expectations,
assumptions, estimates and projections. While we believe these expectations, assumptions, estimates
and projections are reasonable, such forward-looking statements are only predictions and involve
known and unknown risks and uncertainties, and other factors that may cause actual results,
performance or achievements to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements, many of which are beyond our
control. These factors include, but are not limited to, the time to consummate the proposed
development, completion and extraction; the timing and extent of changes in market conditions and
prices for natural gas and oil; the timing and extent of the Companys success in discovering,
developing, producing and estimating reserves; the economic viability of, and the Companys success
in drilling, the Companys ability to fund the acquisition, development, completion and extraction
of oil and gas assets and the Companys planned capital investments; the Companys future property
acquisition or divestiture activities; increased competition; and any other factors listed in the
reports the Company has filed and may file with the Securities and Exchange Commission. Investors
are cautioned not to place undue reliance on these forward-looking statements, which reflect the
Companys expectations only as of the date they were made. The Company undertakes no obligation to
update or revise any forward-looking statements to reflect new information or the occurrence of
unanticipated events or otherwise.
Cautionary Note The SEC permits oil and gas companies, in filings made with the SEC, to only
disclose proved reserves, which are estimates that geological and engineering data demonstrate with
reasonable certainty to be recoverable in future years from known reservoirs under existing
economic and operating conditions. Beginning with year-end reserves for 2009, the SEC permits the
optional disclosure of probable and possible reserves. In this news release, the Company uses
certain broader terms such as potential resources or other descriptions of volumes of resources
potentially recoverable through additional drilling or recovery techniques. These estimates are by
their nature more speculative than estimates of proved, probable and possible reserves and
accordingly are subject to substantially greater risk of being actually realized. Potential
resources refers to the Companys internal estimates of hydrocarbon quantities that may be
potentially discovered through exploratory drilling or recovered with additional drilling or
recovery techniques and have not been reviewed by independent engineers. Potential resources does
not constitute reserves within the meaning of the Society of Petroleum Engineers Petroleum
Resource Management System and does not constitute proved reserves. Area wide unproven, unrisked
resource potential has not been fully risk assessed by the Companys management. Currently, the
company is unable to estimate that geological and engineering data demonstrate with reasonable
certainty that these Potential resources contain reserves proven to be recoverable in future
years from known reservoirs under existing economic and operating conditions. Actual quantities
that may be ultimately recovered from the Companys interests may differ substantially. Factors
affecting ultimate recovery include the scope of the Companys drilling program, which will be
directly affected by the availability of capital, drilling and production costs, commodity prices,
availability of drilling services and equipment, drilling results, lease expirations,
transportation constraints, regulatory approvals, field spacing rules, recoveries of gas in place,
length of horizontal laterals, actual drilling results, including geological and mechanical factors
affecting recovery rates and other factors. Estimates of resource potential may change
significantly as development of the Companys resources provide additional data. Investors are
urged to consider closely the disclosure in our most recent Annual Report on Form 10-K and in our
other filings, available from our website at
www.sunriverenergy.com or by written request to 5950 Berkshire Lane, Suite
1650, Dallas, Texas 75225. You can also obtain these documents by calling the SEC at
1-800-SEC-0330.