Whitecap Resources Inc.
TSX : WCP

Whitecap Resources Inc.

October 28, 2013 07:36 ET

Whitecap Resources Inc. Announces Cardium Light Oil Acquisition, Working Interest Consolidation of Eagle Lake Viking Unit and $65 Million Financing and Provides Increased 2013 Guidance

CALGARY, ALBERTA--(Marketwired - Oct. 28, 2013) -

NOT FOR DISSEMINATION IN THE UNITED STATES. FAILURE TO COMPLY WITH THIS RESTRICTION MAY CONSTITUTE A VIOLATION OF UNITED STATES SECURITIES LAW.

Whitecap Resources Inc. ("Whitecap" or the "Company") (TSX:WCP) is pleased to announce that it has completed the acquisition of a Cardium light oil property and a working interest consolidation of its Eagle Lake Viking unit for total consideration of $90 million (the "Acquisitions"). The Cardium acquisition ("Cardium Acquisition") adds approximately 920 boe/d (70% Oil/NGL's) of high netback, operated production with a base production decline of 22% and includes strategic facilities at Whitecap's existing Ferrier and Garrington areas. The Viking acquisition ("Viking Acquisition") adds approximately 100 boe/d (95% Oil/NGL's) of high netback production with a low base production decline of 20% in Whitecap's operated Eagle Lake Viking unit, increasing our working interest to 88.1%.

In connection with the Acquisitions, Whitecap also announces a bought deal equity financing of approximately $65 million (the "Financing").

STRATEGIC RATIONALE

Acquiring assets in our core areas and increasing our working interest in existing properties where we have significant technical expertise and demonstrated operational success allows us to remain highly focused and continues to strengthen the sustainability of our dividend-growth strategy.

The Cardium Acquisition includes 30 (23.0 net) sections of land which are contiguous to our existing Garrington acreage and includes working interest increases on our existing production. The majority of acquired production is Cardium light oil with associated natural gas. The Cardium Acquisition includes a gathering system, multiple oil satellites, gas conservation and a main oil battery. Over 90% of the producing horizontals have been on production for more than two years which results in an attractive 22% base production decline profile. Whitecap has made significant technology gains in the Garrington play using optimized stimulations and extended reach horizontal wellbores that will be applied to the acquired assets. We expect significant improvements in well results on the acquired lands similar to our existing Garrington operations using these techniques.

At Ferrier, we have added 7 (4.5 net) sections that are adjacent and complementary to our Ferrier Cardium assets. Oil and solution gas conservation facilities included in the transaction are synergistic with our existing facilities in the area and provide flexibility in marketing our product from the area.

The Cardium Acquisition at Garrington and Ferrier add 81 (62.4 net) Cardium horizontal locations to our inventory with 20 or more of these locations potentially being extended reach horizontals.

The Viking Acquisition at Eagle Lake in the Dodsland area is the acquisition of a 9.4% partner's working interest which increases our operated working interest to 88.1% in the Eagle Lake Viking unit. The 20% base production decline and waterflood infrastructure continue to make this an excellent addition to our sustainable portfolio of assets. We have drilled our first 3 horizontal wells in Eagle Lake and to date they have performed at or above our forecasted expectations.

The Acquisitions are accretive to Whitecap's cash flow, production, and reserves on a fully diluted per share basis both before and after the Financing. We anticipate spending 55% of the cash flow from the acquired assets in 2014 to grow their production by 8%.

2014
Average production 1,100 boe/d
Cash flow (1) (2) $18.5 million
Development capital spending $10.2 million
Free cash flow (1) $8.3 million

SUMMARY OF THE ACQUISITIONS

The Acquisitions have the following characteristics:

Total purchase price $90.0 million
Current production 1,020 boe/d (73% light oil and NGLs)
Proved reserves (3) 4,711 Mboe (63% light oil and NGLs)
Proved plus probable reserves (3) 7,020 Mboe (65% light oil and NGLs)
Proved plus probable RLI (4) 19.2 years
Operating netback (1) (2) $46.00/boe

Acquisition metrics are as follows:

Current production $88,200/boe/d
2014 production $81,800/boe/d
Proved reserves $19.10/boe
Proved plus probable reserves $12.82/boe
Proved plus probable reserves recycle ratio 3.6x
Notes to the tables:
(1) Cash flow, free cash flow and operating netback are non-GAAP measures. Refer to the Non-GAAP measures section of this press release.
(2) Based on an Edmonton Par price of C$93.00/bbl, C$3.50/GJ AECO and CAD/USD exchange rate of $0.96.
(3) Based on the Acquisitions working interest reserves before the calculation for royalties, and before the consideration of the Acquisitions royalty interest reserves. Reserves estimates are based on Whitecap's internal evaluation and were prepared by a member of Whitecap's management who is a qualified reserves evaluator in accordance with National Instrument 51-101 effective August 1, 2013.
(4) Based on current production of 1,020 boe/d.

INCREASED 2013 GUIDANCE

As a result of the Acquisitions, Whitecap is increasing its fourth quarter 2013 guidance by 3% to 21,650 boe/d (70% Oil/NGL's) from the previous 21,000 boe/d (70% Oil/NGL's) and our 2013 annual guidance to 19,650 boe/d from the previous 19,500 boe/d. Whitecap's 2013 development capital program remains unchanged at $20.1 million in the fourth quarter and $188.0 million annually.

After giving effect to the Acquisitions and the Financing, Whitecap's cash flow per share and production per share in 2013 will increase by 1% to $1.85/share and 129 boe/d per million shares, respectively, and reserves per share is anticipated to increase by 2%. We anticipate cash flow and production per share in 2014 to increase by 2% pro forma the Acquisitions and Financing.

On November 7, 2013 we look forward to reporting our third quarter results and operational and financial guidance for 2014.

FINANCING

In connection with the Acquisitions, Whitecap has entered into an agreement with a syndicate of underwriters co-led by National Bank Financial Inc. and GMP Securities L.P. and including TD Securities Inc., Dundee Securities Ltd., FirstEnergy Capital Corp., Macquarie Capital Markets Canada Ltd., Scotia Capital Inc., RBC Capital Markets, CIBC World Markets Inc., Raymond James Ltd. and Peters & Co. Limited (collectively, the "Underwriters"), pursuant to which the Underwriters have agreed to purchase for resale to the public, on a bought deal basis, approximately 5.4 million shares of Whitecap at a price of $12.00 per common share resulting in gross proceeds of approximately $65.0 million (the "Financing"). All members of the Whitecap management team intend to participate in the Financing. The gross proceeds from the Financing will be used to repay a portion of bank debt which was incurred to fund the Acquisitions.

Completion of the Financing is subject to certain conditions including the receipt of all necessary regulatory approvals, including the approval of the Toronto Stock Exchange. The common shares issuable pursuant to the Financing will be offered in each of the provinces of Alberta, British Columbia, Saskatchewan, Manitoba and Ontario (and other jurisdictions in Canada as agreed by the Company and the Underwriters) by way of a short form prospectus and in such other jurisdictions as agreed to by the Company and the Underwriters. Closing of the Financing is expected to occur on or about November 13, 2013.

This press release is not an offer of the securities for sale in the United States. The securities have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an exemption from registration. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any state in which such offer, solicitation or sale would be unlawful.

Note Regarding Forward-Looking Statements and Other Advisories

This press release contains forward-looking statements and forward-looking information (collectively "forward-looking information") within the meaning of applicable securities laws relating to the Company's plans and other aspects of Whitecap's anticipated future operations, management focus, objectives, strategies, financial, operating and production results and business opportunities, including expected 2013 and 2014 production, product mix, cash flow, operating netbacks, net debt to cash flow, our capital expenditure program, drilling and development plans and the timing thereof and sources of funding. In addition, and without limiting the generality of the foregoing, this press release contains forward-looking information regarding the Acquisitions and the benefits to be derived therefrom including drilling and reserves potential, recovery factors, waterflood potential, production rates, decline rates, drilling inventory, recycle ratios, reserve life index, anticipated rates of return, cash flow, operating costs, netbacks and other economics, production levels, and the impact of the Acquisitions on Whitecap and its results and development plans, including, on its production, cash flow, net asset value, drilling inventory, production weighting, netbacks, decline rates, development capital spending and free cash flow, and the timing and anticipated closing date for Financing. Forward-looking information typically uses words such as "anticipate", "believe", "project", "expect", "goal", "plan", "intend" or similar words suggesting future outcomes, statements that actions, events or conditions "may", "would", "could" or "will" be taken or occur in the future. The forward-looking information is based on certain key expectations and assumptions made by Whitecap's management, including expectations and assumptions concerning prevailing commodity prices, exchange rates, interest rates, applicable royalty rates and tax laws; future production rates and estimates of operating costs; performance of existing and future wells; reserve and resource volumes; anticipated timing and results of capital expenditures; the success obtained in drilling new wells; the sufficiency of budgeted capital expenditures in carrying out planned activities; the timing, location and extent of future drilling operations; the state of the economy and the exploration and production business; results of operations; performance; business prospects and opportunities; the availability and cost of financing, labor and services; the impact of increasing competition; ability to market oil and natural gas successfully; Whitecap's ability to access capital, obtaining the necessary regulatory approvals, including the approval of the Toronto Stock Exchange and satisfaction of the other conditions to closing the Financing.

Statements relating to "reserves" are also deemed to be forward looking statements, as they involve the implied assessment, based on certain estimates and assumptions, that the reserves described exist in the quantities predicted or estimated and that the reserves can be profitably produced in the future.

Although the Company believes that the expectations and assumptions on which such forward-looking information is based are reasonable, undue reliance should not be placed on the forward-looking information because Whitecap can give no assurance that they will prove to be correct. Since forward-looking information addresses future events and conditions, by its very nature they involve inherent risks and uncertainties. The Acquisition and the Financing and may not be completed on the anticipated time frame or at all and the Company's actual results, performance or achievement could differ materially from those expressed in, or implied by, the forward-looking information and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking information will transpire or occur, or if any of them do so, what benefits that the Company will derive from the Financing and the Acquisitions. Management has included the above summary of assumptions and risks related to forward-looking information provided in this press release in order to provide securityholders with a more complete perspective on Whitecap's future operations and such information may not be appropriate for other purposes.

Readers are cautioned that the foregoing lists of factors are not exhaustive. Additional information on these and other factors that could affect our operations or financial results are included in reports on file with applicable securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com).

These forward-looking statements are made as of the date of this press release and Whitecap disclaims any intent or obligation to update publicly any forward-looking information, whether as a result of new information, future events or results or otherwise, other than as required by applicable securities laws.

Non-GAAP measures

This document contains the terms "cash flow", "free cash flow" and "operating netbacks" or "netbacks" which do not have a standardized meaning prescribed by Canadian GAAP and therefore may not be comparable with the calculation of similar measures by other companies. Whitecap uses cash flow, free cash flow and operating netbacks or netbacks to analyze financial and operating performance. Whitecap feels these benchmarks are key measures of profitability and overall sustainability for the Company. Each of these terms is commonly used in the oil and gas industry. Cash flow, free cash flow and operating netbacks or netbacks are not intended to represent operating profits nor should they be viewed as an alternative to cash flow provided by operating activities, net earnings or other measures of financial performance calculated in accordance with GAAP. Cash flows are calculated as cash flows from operating activities less changes in non-cash working capital. Free cash flows are calculated as cash flow minus development capital expenditures. Operating netbacks or netbacks are determined by deducting royalties, production expenses and transportation and selling expenses from oil and gas revenue.

Note: "Boe" means barrel of oil equivalent on the basis of 6 mcf of natural gas to 1 bbl of oil. Boe's may be misleading, particularly if used in isolation. A boe conversion ratio of 6 mcf: 1 bbl is based on an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. Given the value ratio based on the current price of crude oil as compared to natural gas is significantly different from the energy equivalency of 6 Mcf: 1 Bbl, utilizing a conversion ratio at 6 Mcf: 1 Bbl may be misleading as an indication of value.

Contact Information

  • Whitecap Resources Inc.
    Grant Fagerheim
    President & CEO

    Whitecap Resources Inc.
    Thanh Kang
    VP Finance & CFO

    Whitecap Resources Inc.
    500, 222 - 3 Avenue SW
    Calgary, AB T2P 0B4
    Main Phone: (403) 266-0767
    (403) 266-6975 (FAX)