Bob, this will be of interest (from a Pescod/Watford interview just after the announcement of the Ultra/Pendaries deal. David Pescod is the publisher of the Canadian newsletter, Late Edition):
<<An interview with Michael D. Watford on the Ultra/Pendaries merger
Does this transaction change the management structure of Ultra? No, our current management team will remain at the helm, with the addition of some personnel from Pendaries.
Will the company still be called Ultra Petroleum, and will new share certificates be issued? What will be the amount of issued stock following the transaction with the Pendaries shareholders? Will Ultra get a U.S. listing? The company will still be named Ultra Petroleum. At closing, we will issue 15 million Ultra shares to the shareholders of Pendaries. Existing Ultra shareholders dont have to do anything with their share certificates. Pendaries is currently listed on the American Stock Exchange. Under the terms of the transaction, Ultra has applied to be listed on the American Stock Exchange.
Who are Ultras industry peers in this area? Who will Ultra be partnered with in the drilling program? Kerr McGee, a major U.S. company, is the operator of the Pendaries Blocks. Newfield Exploration, a highly successful U.S. exploration company, is a partner in the 05/36 Block. In addition to Kerr McGee and Newfield, Texaco, Chevron, Phillips and Apache are active in the Bohai Bay play.
Are there any concerns regarding doing business in a country with Chinas political structure? There are always concerns going into a new country. As you may have seen, China recently received Permanent Normal Trade Relations status with the U.S. and is scheduled to join the WTO shortly. The Chinese have made significant strides in opening their economy and joining the world community. Our contracts are with the China National Offshore Oil Company, which is planning a U.S. IPO early next year. In fact, Shell has already committed to buy $400 million of that IPO. The contracts clearly spell out the rights and obligations of the parties and provide for international arbitration rules to apply in case of disputes. These facts, plus the strength of our peers in the area, give us comfort that our business in China wont involve any unnecessary risk.
How much capital will be required to participate in this project over the next 2 years? Will cash flow and the existing senior credit facility be sufficient to meet the capital budget? The current estimates for 2001 expenditures in China net to Pendaries interest are US$12.5 million. Estimates for 2002 are not complete yet as they depend on the level of success we have in our 2001 exploration program combined with development capital for the already discovered fields. We are confident that we can fund both China and Wyoming activities from cash flow and our credit facility.
What will this do to Ultras discretionary cash flow and earnings from the Wyoming area for the next 2 3 years? The acquisition will not help cash flow and earnings in 2001 but would add to them once production in China starts up.
How deep are these wells, and how long does it take to drill and test? What does a typical well cost (total, and net to Ultra)? There are two distinct plays on the China Blocks: the shallow Tertiary play on the Haizhong High, where the Chinese drilled all of their wells in the early 1970s and the deeper play off of the high, where some of the western companies have had significant successes recently. Two of the three fields discovered to date are on the High and one is in the deeper play. On the High, the wells are only about 5,000 feet deep and can be drilled in less than a couple of weeks. These wells cost about $2.5 million to drill and another $1.5 million to test, gross. Once Pendaries moves to field development, both the drilling and testing costs will fall to about $2.3 million total. Pendaries share of the exploration wells is 15-18.2% and of development costs 7.35-8.9%. In the deeper play, the wells are up to 13,000 feet deep and take correspondingly longer to drill. These wells cost about $6-7 million to drill and test. Pendaries share of them is the same as on the High. Of the prospects Pendaries hopes to test over the next several years, about half are on the High and the rest are deeper plays.
How long will it be before revenue will be realized from the China project? The current plan is for production to start in mid to late 2002 from the existing discoveries and future discoveries will come on as soon after that as possible.
Where is the oil sold, at what prices compared to world markets, and are there any existing or anticipated concerns regarding transportation to market? Currently, oil similar in quality to whats been discovered on the Blocks in Bohai Bay is selling for about $1 less than WTI. The contract allows for sale of the oil into the world market at world price. China is a net importer of oil currently, so the obvious market would be to sell it to the refineries at Tanggu, just to the west of our fields. All payments would be in US dollars at world prices. Pendaries will have offshore storage facilities for the project, so transportation wont be an issue.
Does this mean Ultra will be less aggressive in the Green River Basin? The limit on how aggressively we can develop our Wyoming assets is due to the restrictions in the EIS that prevent drilling access to a large portion of the Pinedale Anticline from December to May. These restrictions, coupled with our growing cash flow from the success in drilling Jonah and Anticline wells and the growing bank line means we wont be able to drill fast enough to utilize all of our capital availability. That is one of the reasons that this deal makes sense. We can redeploy Ultras capital in additional projects that yield exceptional rates of return and significantly increase shareholder value.
How does a Chinese offshore oil play blend with a Rocky Mountain long life natural gas play? Thats a logical question. The answer is that both the China assets and Wyoming assets are high growth assets with real potential to end up a multip le of their current size. We expect that the year end 1999 proved plus probable reserves of 18.6 million barrels or 112 bcfe will be the downside, especially given the successful wells drilled on the new structure during 2000. Additionally, the China assets increase the value of Ultra immediately. This deal is accretive on a PV-10 per share basis today. We essentially bought the reserves and got the upside thrown-in the deal.
Why are you so excited about the potential of the China assets? Let me give you an example of one of the prospects weve identified. There is a structure on the southern edge of the block, the CFD 16-2 structure, that has a vintage Chinese well drilled on the flank that tested 70 barrels of light oil per day on natural flow from the upper 15 meters of a 90 meter sand. In other wells, where there were flow tests from Chinese wells, oil was tested on pump at rates up to 20 times the natural flow rate. If the structure is filled down to the old Chinese well, then it could enclose 10,800 acres. And that doesnt count the 13 other sands that the Chinese well had shows in. This test well will be 60 meters high to that well. Also, this structure appears similar to the Phillips discovery to the south that is reported to have around 800 million barrels of reserves. If this one structure is successful, it could triple the reserves from this acquisition and there are still at least a dozen structures that are similarly encouraging.
Why would Pendaries want to do this deal with Ultra? Pendaries needed capital. They analyzed their alternatives and decided that the opportunity not only to be able to participate in the upside in China but also to get to benefit from our Wyoming properties and our experienced management team was their best choice.
Why is this a positive move for Ultra shareholders? There are four major reasons. First, as I stated before, it adds significant asset value per share immediately. The pro forma PV-10 per share of proved and probable reserves increases meaningfully based on Pendaries year-end 1999 reserve report and theyve drilled 3 successful wells since then, two on a untapped structure that will add to reserves when the next report is issued. Were confident that by year-end, the PV-10 per share for the combined company will be significantly higher than our current trading range. Secondly, the potential of the blocks is just as exciting as our Wyoming properties. We legitimately have the potential to add a multiple to our reserves within the next 24 months. Thirdly, when the China properties come on-stream, our production and financial measures will increase significantly. Our ability to grow at an extraordinary rate is greatly enhanced by this acquisition. And finally, it gives us more size, which is appealing to the capital markets. Mid-cap companies have historically traded at a premium multiple as compared to small-cap companies. The typical cut-off to be mid-cap is about US$250 million, and often as you approach that threshold, your valuation multiples expand. So getting Ultra into the mid-cap group should be very beneficial to our shareholders. And remember, as part of this deal, we have applied for a listing on the AMEX.>> |