Eclipse Resources Corporation Announces Agreements to Acquire New Utica Development Area (the “Flat Castle” Project Area) in Central Pennsylvania
STATE COLLEGE, Pa.–(BUSINESS WIRE)–Eclipse Resources Corporation (NYSE:ECR) (the “Company” or “Eclipse
Resources”) today is pleased to announce that the Company and Eclipse
Resources-PA, LP, a wholly owned subsidiary of the Company, have entered
into a definitive Purchase and Sale Agreement to acquire certain oil and
gas leases, wells and other oil and gas rights and interests covering
approximately 44,500 net acres located in the counties of Tioga and
Potter in the Commonwealth of Pennsylvania (such transaction, the “Flat
Castle Acquisition”) from Travis Peak Resources, LLC (“Travis Peak”).
The aggregate purchase price for the Flat Castle Acquisition is $93.7
million (subject to customary purchase price adjustments) and is payable
entirely in shares of Eclipse Resources’ common stock. In addition, the
Company announced today that the Company and Eclipse Resources
Midstream, LP, a wholly owned subsidiary of the Company, have entered
into a definitive option agreement pursuant to which Eclipse Resources
Midstream. LP acquired the exclusive right to purchase all of the
outstanding equity interests of Cardinal NE Holdings, LLC for an
aggregate purchase price of $18.3 million in cash (such transaction, the
“Cardinal Acquisition” and, together with the Flat Castle Acquisition,
the “Transactions”) from Cardinal Midstream II, LLC. The Transactions
were approved by a special committee of the Company’s board of directors
composed entirely of independent directors and the Flat Castle
Acquisition is expected to close in January 2018, subject to the
satisfaction of customary closing conditions; provided that the Flat
Castle Acquisition will have an effective date of September 1, 2017 and
contemplates a second closing for purposes of curing any title or
environmental defects with respect to the properties being acquired. In
conjunction with this press release, the Company has posted a
presentation with additional details regarding the Transactions to the
Investor Center of its website at www.eclipseresources.com.
Transaction Highlights:
-
Acquiring an approximately 44,500 highly continuous net acre position
in Tioga and Potter Counties, Pennsylvania with a low entry cost of
~$1,900 per acre.1 -
Acreage is largely delineated by 22 industry Utica Shale wells
(including the Painter 1H well drilled by Travis Peak) with the
Company’s preliminary analysis indicating gas in place exceeds the
Southeast Ohio’s Utica Shale Dry Gas “Core” area. -
Expected to create a new, highly contiguous core area, the “Flat
Castle” Project Area, with few unit size restrictions supporting
extensive “Super-Lateral” development and the application of the
Company’s innovative drilling and completion techniques which we
believe will generate enhanced returns. -
Initial project area “Type Well” estimates indicate EUR’s of between
2.0 and 2.3 Bcf per 1000 feet of lateral at a cost of approximately
$1,025 per lateral foot, consistent with or better than the Company’s
current Southeast Ohio Utica assets. -
Will acquire one proved developed producing well with approximately
6.5 net MMcf per day of production. -
Anticipated to add approximately 87 net drilling locations (based on a
16,000 foot lateral length) while increasing the Company’s Utica dry
gas acreage by approximately 85%. -
Purchase price for Flat Castle Acquisition payable 100% in Eclipse
Resources’ common stock, which the Company believes will preserve
ample liquidity while substantially increasing scale. The number of
shares of Eclipse Resources common stock to be issued to Travis Peak
will equal $93.7 million divided by the 30-day volume weighted average
price per share of Eclipse Resources’ common stock ending on the
second trading day immediately preceding the closing date, subject to
certain customary adjustments and a collar between $2.35 and $2.60. -
Entered into an option to acquire Cardinal NE Holdings, LLC, which
owns midstream infrastructure with associated gathering rights on the
acreage to be acquired by the Company in the Flat Castle Acquisition.
The Company expects that the proximity of this infrastructure to
Dominion’s gathering system will allow Eclipse Resources to build, own
and operate the gathering system as wells are drilled, which will
reduce the Company’s per unit gathering costs and improve returns.
1Net of proved producing reserves
Benjamin W. Hulburt, Chairman, President and CEO of Eclipse Resources,
commented on the Company’s acquisition, “Eclipse Resources has today
announced it has entered into definitive agreements to acquire a
strategic Utica acreage acquisition in north, central Pennsylvania that
is expected to significantly increase the Company’s inventory of highly
economic drilling locations and allow the Company to continue to
leverage its innovative drilling and completions techniques while
remaining Appalachian basin focused. We are excited to begin operating
in this project area, which we term the 'Flat Castle' Project Area, with
our first well anticipated to spud during the first quarter of 2018 and
the full scale development anticipated to start in the fourth quarter of
2018. We believe the additional scale from this largely contiguous
acreage acquisition will be enhanced through the efficiency gains
generated by our 'Super-Lateral' development as we apply our operational
and technical learnings from the Ohio Dry Gas Utica to the Flat Castle
Project Area. From a geological perspective, this area is similar in
depth to our Ohio Dry Gas acreage and is well delineated with a
meaningful number of offset results, while lying within what we believe
to be the highest gas in place of the prospect area.
"We believe that the location of the Flat Castle Project Area, which is
significantly west of the more currently constrained Northeastern
Pennsylvania peers, will support our ability to reliably move gas out of
the Flat Castle Project Area for the foreseeable future. The Company
anticipates that the gas it produces in the Flat Castle Project Area
will be transported through the Dominion and Tennessee gathering
systems, which are exposed to improving Appalachian price differentials.
"We have been patient and extremely rigorous in our acquisition efforts
to ensure we pursue opportunities for our shareholders that will enhance
our inventory of highly returning, core drilling locations at attractive
valuations. We believe the Flat Castle Project Area is located in one of
the best underdeveloped areas of the Appalachian Basin and will nicely
complement our existing asset base, with the potential returns on these
wells competing with those in our core Utica Dry Gas acreage.”
Conference Call
A conference call to review the Company’s acquisition is scheduled for
Monday, December 11, 2017 at 10:00 a.m. Eastern Time. To participate in
the call, please dial 877-709-8150 or 201-689-8354 for international
callers and reference Eclipse Resources Acreage Acquisition Call. A
replay of the call will be available through January 31, 2018. To access
the phone replay dial 877-660-6853 or 201-612-7415 for international
callers. The conference ID is 13674587. A live webcast of the call may
be accessed through the Investor Center on the Company’s website at www.eclipseresources.com.
The webcast will be archived for replay on the Company’s website for six
months.
About Eclipse Resources
Eclipse Resources is an independent exploration and production company
engaged in the acquisition and development of oil and natural gas
properties in the Appalachian Basin, including the Utica and Marcellus
Shales. For more information, please visit the Company’s website at www.eclipseresources.com.
Forward-Looking Statements
This press release contains “forward-looking statements” within the
meaning of Section 27A of the Securities Act of 1933, as amended (the
“Securities Act”) and Section 21E of the Securities Exchange Act of
1934, as amended (the “Exchange Act”). All statements, other than
statements of historical fact included in this press release, regarding
Eclipse Resources’ strategy, future operations, financial position,
estimated revenues and income/losses, projected costs and capital
expenditures, prospects, plans and objectives of management are
forward-looking statements. When used in this press release, the words
“plan,” “endeavor,” “will,” “would,” “could,” “believe,” “anticipate,”
“intend,” “estimate,” “expect,” “project” and similar expressions are
intended to identify forward-looking statements, although not all
forward-looking statements contain such identifying words. These
forward-looking statements are based on Eclipse Resources’ current
expectations and assumptions about future events and are based on
currently available information as to the outcome and timing of future
events. When considering forward-looking statements, you should keep in
mind the risk factors and other cautionary statements described under
the heading “Risk Factors” in Eclipse Resources’ Annual Report on Form
10-K filed with the Securities Exchange Commission on March 3, 2017 (the
“2016 Annual Report”), and in “Item 1A. Risk Factors” of Eclipse
Resources’ Quarterly Reports on Form 10-Q.
With respect to the proposed Transactions described herein,
forward-looking statements may include, but are not limited to,
statements regarding the expected timing of the completion of the
Transactions; the ability to complete the Transactions considering the
various closing conditions; the benefits of such Transactions and their
impact on the Company’s business, operations and assets; and any
statements of assumptions underlying any of the foregoing. In addition,
forward-looking statements may include statements about Eclipse
Resources’ business strategy; reserves; our proposed drilling joint
venture with Sequel; general economic conditions; financial strategy,
liquidity and capital required for developing its properties and timing
related thereto; realized natural gas, natural gas liquids and oil
prices; timing and amount of future production of natural gas, NGLs and
oil; its hedging strategy and results; future drilling plans;
competition and government regulations, including those related to
hydraulic fracturing; the anticipated benefits under its commercial
agreements; marketing of natural gas, NGLs and oil; leasehold and
business acquisitions; the costs, terms and availability of gathering,
processing, fractionation and other midstream services; general economic
conditions; credit markets; uncertainty regarding its future operating
results, including initial production rates and liquid yields in its
type curve areas; and plans, objectives, expectations and intentions
contained in this press release that are not historical.
Eclipse Resources cautions you that the forward-look statements
pertaining to the proposed Transactions described herein are subject to
risks and uncertainties related to the benefits from, or completion of,
the proposed Transactions, including, without limitation, failure to
satisfy any of the conditions precedent to the proposed Transactions,
adverse effects on the market price of the Company’s common stock and on
the Company’s operating results because of a failure to complete the
proposed Transactions, failure to realize the expected benefits of the
proposed Transactions, negative effects of announcement or consummation
of the proposed Transactions on the market price of the Company’s common
stock, and significant transaction costs, unknown liabilities and/or
unanticipated expenses such as litigation expenses. In addition, if and
when the proposed Transactions are consummated, there will be risks and
uncertainties related to the Company’s ability to successfully integrate
the acquired assets. In addition, all forward-looking statements are
subject to risks and uncertainties, most of which are difficult to
predict and many of which are beyond the Company’s control, incident to
the exploration for and development, production, gathering and sale of
natural gas, NGLs and oil. These risks include, but are not limited to,
legal and environmental risks, drilling and other operating risks,
regulatory changes, commodity price volatility and the recent
significant decline of the price of natural gas, NGLs, and oil,
inflation, lack of availability of drilling, production and processing
equipment and services, our inability to successfully negotiate or enter
into definitive agreements and satisfy other conditions precedent for
our proposed joint venture drilling transaction with Sequel Energy Group
LLC, and to effectively implement that transaction, counterparty
credit risk, the uncertainty inherent in estimating natural gas, NGLs
and oil reserves and in projecting future rates of production, cash flow
and access to capital, the timing of development expenditures, and the
other risks described under the heading “Risk Factors” in the 2016
Annual Report and in “Item 1A. Risk Factors” of Eclipse Resources’
Quarterly Reports on Form 10-Q.
All forward-looking statements, expressed or implied, included in
this press release are expressly qualified in their entirety by this
cautionary statement. This cautionary statement should also be
considered in connection with any subsequent written or oral
forward-looking statements that Eclipse Resources or persons acting on
the Company’s behalf may issue. Except as otherwise required by
applicable law, Eclipse Resources disclaims any duty to update any
forward-looking statements to reflect events or circumstances after the
date of this press release.
Contacts
Eclipse Resources Corporation
Douglas Kris, 814-325-2059
Investor
Relations
[email protected]