QEP Resources Inc. (QEP), announced that its wholly owned subsidiary QEP Energy has entered into two definitive agreements with multiple sellers to acquire significant crude oil development properties in the Williston Basin for an aggregate purchase price of approximately $1.38 billion (the Acquisition). The properties are located in Williams and McKenzie counties of North Dakota, approximately 12 miles west of QEP's existing core acreage in the Williston Basin.
- Total consideration of approximately $1.38 billion in cash, subject to customary pre-closing and post-closing adjustments.
- Effective date of July 1, 2012, with estimated closing date on or before September 27, 2012.
- Aggregate current net production approximately 10,500 barrels of oil equivalent per day (Boepd).
- Aggregate net proved and probable reserves of approximately 125 million barrels of oil equivalent (MMBoe), comprised of approximately 81% crude oil, 9% NGL and 10% natural gas.
- Approximately 27,600 net acres of predominantly fee simple mineral leases with an average 80% net revenue interest (NRI).
- Approximately 90% of aggregate net acreage to be acquired will be operated by QEP after closing (presently operated by Helis Oil & Gas Company LLC of New Orleans, Louisiana).
- 24 operated spacing units with an average gross working interest of 82% with an average NRI of 66%.
- 27 non-operated spacing units with an average gross working interest of 10% with an average NRI of 8%.
- Above Williston Basin-average well estimated ultimate recoveries or EURs for both Bakken and Three Forks formations in the contiguous, operated acreage block. For long-lateral wells drilled after January 1, 2010:
- Average Bakken EUR of 1,160 thousand barrels of oil equivalent (MBoe).
- Average Three Forks EUR of 990 Mboe.
- The Bakken and Three Forks formations are both prospective across all of the acreage and will be developed by separate horizontal wells targeting each formation.
- Aggregate of 72 gross (29 net) developed locations and 301 gross (146 net) undeveloped locations.
- QEP estimates future net development capital for all acquired assets to be approximately $1.59 billion.
- Acquisition will increase QEP's net acreage in the Williston Basin to approximately 118,000 acres.
- The company expects to fund the Acquisition with proceeds from its revolving credit facility and cash on hand.
"The Acquisition will add a new contiguous block of QEP-operated acreage in a localized 'sweet spot' for both the Bakken and Three Forks formations, as evidenced by above average well performance and EURs from wells drilled to-date in both reservoirs," said Chuck Stanley, Chairman, President and CEO of QEP. "To drive operational efficiency, we have historically targeted the best rock in contiguous operated acreage blocks in the basins in which we operate. The Acquisition meets our criteria perfectly. Further, the Acquisition gives us a greater degree of operational flexibility in allocating rigs and personnel on our various assets in North Dakota.
The Acquisition will allow our talented team of drilling and completion specialists to achieve the scale necessary to improve capital and operating efficiencies and drive down costs. We expect the growth potential of these assets to have a significant impact on our overall production, and more specifically on our crude oil production," Stanley added.
Tudor, Pickering, Holt & Co. advised the seller group in this transaction. Vinson & Elkins LLP is QEP's counsel on this transaction.
In anticipation of the completion of the Acquisition, QEP has adjusted its full-year 2012 guidance from that given in its second-quarter earnings release issued on July 31, 2012. The adjusted guidance assumes the results of operations for the acquired properties will be reflected in QEP's financial and operational results for only the fourth quarter of 2012. The updated guidance uses the same price assumptions for natural gas, crude oil, and basis provided previously in QEP's earnings release dated July 31, 2012.
The production volume impact of the Acquisition is from the closing date through yearend. New guidance for full-year 2012 is as follows:
- Adjusted EBITDA increased to $1.40 to $1.45 billion (from $1.35 to $1.40 billion).
- Production increased to 310 to 315 Bcfe (from 305 to 310 Bcfe).
- Capital investment increased to $1.50 to $1.55 billion (from $1.45 to $1.50 billion).