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Another Leading Proxy Advisory Firm Recommends Petrosearch Stockholders Approve Merger with Double Eagle
On Monday August 3, 2009, 9:57 am EDT
Petrosearch Energy Corp.
HOUSTON--(BUSINESS WIRE)--Petrosearch Energy Corporation (OTCBB: PTSG - News) announced today that RiskMetrics Group has recommended that Petrosearch stockholders vote “FOR” the merger with Double Eagle Petroleum Co. (Nasdaq: DBLE - News) at Petrosearch’s Special Meeting of Stockholders scheduled for August 4, 2009.
RiskMetrics Group is a leading proxy advisory firm, and its analyses and recommendations are relied upon by many of the world's leading institutional investors.
The Board of Directors of Petrosearch recommends, and reaffirms its unanimous recommendation, that Petrosearch stockholders vote “FOR” the merger.
The deadline for voting your proxy via telephone or internet is 11:59 pm today, August 3, 2009; therefore stockholders who have questions about the proposed merger or are in need of assistance in voting their shares should immediately contact Petrosearch’s proxy solicitor – Georgeson Inc., 199 Water Street, 26th Floor, New York, NY 10038, or by calling 212-440-9800 (for banks, brokers and other nominees) or toll-free 888-867-7024.
About Petrosearch
Petrosearch Energy Corporation, a Nevada corporation with executive offices in Houston, Texas, is a resource based energy company with operations focused in the Anadarko basin of the North Texas Panhandle. For more information please visit www.petrosearch.com.
Forward-Looking Statements
Opinions, forecasts, projections or statements other than statements of historical fact are forward-looking statements that involve risks and uncertainties. Although Petrosearch believes that the expectations reflected in its forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. Actual results may differ materially due to a variety of factors, including without limitation, changes in economic or market conditions that may prevent the Company from completing the Double Eagle merger, decreases in prices for natural gas and crude oil, unexpected decreases in gas and oil production, the timeliness, costs and results of development and exploration activities, unanticipated delays and costs resulting from regulatory compliance, and other risk factors described from time to time in the Company’s Forms 10-K and 10-Q and other reports filed with the Securities and Exchange Commission (“SEC”).
Important Additional Information and Where to Find It
This announcement does not constitute an offer to sell or the solicitation of an offer to buy any securities. IN CONNECTION WITH THE PROPOSED MERGER, DOUBLE EAGLE HAS FILED A REGISTRATION STATEMENT WITH THE SEC ON FORM S-4 (REG NO. 333-158659), AND DOUBLE EAGLE AND THE COMPANY HAVE EACH FILED A RELATED DEFINITIVE PROXY STATEMENT/PROSPECTUS. THE DEFINITIVE PROXY STATEMENT/ PROSPECTUS WAS FIRST MAILED TO COMPANY STOCKHOLDERS ON OR ABOUT JULY 7, 2009. STOCKHOLDERS ARE URGED TO READ CAREFULLY THE REGISTRATION STATEMENT AND DEFINITIVE PROXY STATEMENT/PROSPECTUS BECAUSE THEY CONTAIN IMPORTANT INFORMATION REGARDING DOUBLE EAGLE, THE COMPANY AND THE MERGER. INVESTORS AND STOCKHOLDERS MAY OBTAIN A FREE COPY OF THE REGISTRATION STATEMENT AND DEFINITIVE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED BY DOUBLE EAGLE OR THE COMPANY WITH THE SEC AT THE SEC’S WEBSITE AT WWW.SEC.GOV.
THE DEFINITIVE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED WITH THE SEC MAY ALSO BE OBTAINED FOR FREE FROM THE COMPANY BY DIRECTING A REQUEST TO PETROSEARCH ENERGY CORPORATION, 675 BERING DRIVE, SUITE 200, HOUSTON TEXAS 77057, ATTENTION DAVID COLLINS; TELEPHONE: (713) 961-9337 EXT. 45; E-MAIL: DAVID.COLLINS@PETROSEARCH.COM.
THE IDENTITY OF PEOPLE WHO, UNDER SEC RULES, MAY BE CONSIDERED “PARTICIPANTS IN A SOLICITATION” OF PROXIES FROM STOCKHOLDERS OF THE COMPANY TO APPROVE THE MERGER AND A DESCRIPTION OF THEIR DIRECT AND INDIRECT INTERESTS IN THE SOLICITATION, BY SECURITY HOLDINGS OR OTHERWISE, IS CONTAINED IN THE DEFINITIVE PROXY STATEMENT/PROSPECTUS.
Contact:
Petrosearch Energy CorporationInvestor Relations ContactDavid Collins, 713-961-9337 x45
Petrosearch Issues Letter to Shareholders
Press Release
Source: Petrosearch Energy Corporation
On Thursday July 9, 2009, 4:02 pm EDT
Buzz up! Print.Companies:Petrosearch energy corp.
HOUSTON--(BUSINESS WIRE)--To the common and preferred shareholders of Petrosearch Energy Corporation (OTCBB:PTSG - News):
Related Quotes
Symbol Price Change
PTSG.OB 0.2190 0.0000
{"s" : "ptsg.ob","k" : "c10,l10,p20,t10","o" : "","j" : ""} You have recently received a Tender Offer (“Tender Offer) to purchase a portion of your shares of Petrosearch Energy from Tiberius Capital LLC (“Tiberius”), a Chicago based Investment Fund. The Board of Directors of Petrosearch has thoroughly evaluated that proposal and determined that the Tender Offer is not in the best interests of the Company and its stockholders and has unanimously recommended that you reject the Tender Offer from Tiberius and not tender your shares. (A full discussion of the Tender Offer and the Board’s reasons for its recommendation is also available in the recent Schedule 14D-9 filed with the SEC in response to the Tender Offer on June 25, 2009, as amended on July 9, 2009.)
Reasons to Reject the Tender Offer
1. The Tender Offer is potentially misleading in that it is only for 36% of the outstanding shares not currently held by Tiberius, enabling Tiberius to increase its holding to 51%, the minimum to gain control of the Company.
This means that a full 64% of the outstanding shares in the hands of the other shareholders may not be purchased. Therefore, upon completion of acquiring 51% of the outstanding stock by Tiberius, it is probable there will be a significant limitation on the liquidity and marketability of the stock not purchased by Tiberius and you may be limited as to the amount of your remaining shares that you can sell and the price you would receive. The trading volume of the common stock would in all probability decrease significantly following the Tender Offer not only due to the fact that over 50% of the shares of common stock will be held by a single affiliate, but Tiberius’s control position and lack of specific plans for minority share value growth may be unattractive to potential investors. Many professional investor groups could decline to purchase the common stock following the Tender Offer, either due to an expected lack of an independent board or expected difficulty in disposing of acquired shares. On the other hand, upon completion of the merger with Double Eagle, former stockholders will own Double Eagle common stock with greater liquidity than if Petrosearch were to remain independent, and certainly with much greater liquidity than if the Tender Offer were to be consummated. Petrosearch shares (excluding the shares held by Tiberius) traded at a volume of approximately 34,000 shares daily on the over-the-counter market for the two month period of May-June. In contrast, Double Eagle’s common shares traded at a volume of approximately 117,000 shares daily on the Nasdaq Global Select Market over that same period. Therefore, on an as converted basis using the conversion ratio of .0433 shares of Petrosearch shares for every one share of Double Eagle as stipulated in the merger agreement, the liquidity for a Petrosearch shareholder would have been 79 times greater during that time period had the merger taken place (117,000/.0433/34,000).
2. The future business plan for the Company, if the Tender Offer is successful, is conspicuously unclear.
Tiberius has not indicated that they have experience in running a public company or that they have expertise in the oil and gas business. If the Tender Offer results in Tiberius acquiring 51% of the Company, Tiberius has expressed its intent to appoint its own representatives to control the Board, and therefore, control the Company. The Petrosearch Board has learned that the principals and affiliated companies that own and manage Tiberius are financial investors who have previously made a similar proposal to another company to acquire control. The similar proposal was for Mathstar, Inc., a small public company which, like Petrosearch, had significant cash assets. In addition, the Petrosearch Board has learned that one of Tiberius’s principal individuals, John Fife, was sued by the SEC in 2007 in connection with improper market timing transactions. Under the terms of his 2007 consent judgment with the SEC, Mr. Fife was required to (1) disgorge $234,399 of ill-gotten profits, (2) pay $60,584 in interest, (3) pay a civil fine of $234,339, and (4) refrain from any association with any investment advisor for a period of 18 months. After seeking reinstatement after the 18-month ban, Mr. Fife became active in pursuing companies with significant cash positions with the expressed intent to acquire control. Given this history and the actual disclosures in the Tender Offer, Petrosearch Board believes that there is a strong likelihood that Tiberius’ primary strategy may be a “corporate raiding” of the favorable assets of the target company for its own benefit rather than any business purpose which would benefit all shareholders.
3. Given the terms of the Tender Offer, if successful, possible outcomes could be detrimental to the Company.
Given the terms of the Tender Offer, one potential outcome is particularly unsettling to the Board of Directors. If you assume each stockholder tenders his or her shares and assuming Tiberius decided to proceed at $ .33 for the minimum number of shares sought (i.e., 36%), then Tiberius would replace the Board of Directors and according to their filing, may institute a buy-back program for their stock and at the same time might instruct the replacement Board to issue preferred stock to themselves in order to “maintain voting control”. Furthermore, in this scenario Tiberius would have recouped its investment through the buyback program and maintained control of the Company despite having no financial investment left in the Company. The value of 64% of remaining shares potentially could be worth little or have no value. Accordingly, under this simple scenario, if 36% of the shares are purchased for $ .33 and 64% of the shares have no value, the effect is that the tendering shareholder would have averaged $ .12 per share, which is significantly less than the value the same shareholder will receive in the proposed merger transaction. Tiberius, on the other hand, would have an average cost per share of $ .28 and if all the targeted $8.75 million working capital outlined in the merger agreement is diverted to cause the Company to buy back the Tiberius common shares, then Tiberius would realize $ .41 per share and still have control over the Company.
4. The Tender Offer is not a firm, binding proposal.
There are several conditions in the Tender Offer that will allow Tiberius to choose not to proceed with the purchase of the tendered shares. This means that a stockholder who tenders his or her shares into the Tender Offer with the expectation of them being purchased for $.33 could learn at a later date that none of such shares, or much fewer shares than expected, have been purchased. Stockholders who do not vote for the merger transaction and who instead tender shares in reliance upon the Tender Offer may be faced with the return of all or most of their tendered shares, without any financial benefit whatsoever.
Petrosearch Board’s reaffirmation of Double Eagle Merger
You have recently received our definitive proxy statement describing the proposed merger of the Company with Double Eagle Petroleum Corp (“Double Eagle”). It is important for your investment in Petrosearch that you exercise your right to vote on this matter. The approval of the merger requires 50.1% of the outstanding common and preferred shareholders to vote “Yes” in favor of the merger by returning their proxies to management or voting online. If you choose to abstain from voting, you are in effect voting “No” to the merger. As set forth in detail in the definitive proxy statement, the Petrosearch Board of Directors recommends you vote “Yes” for the merger for the following reasons specific to Double Eagle.
Double Eagle has:
•A well established management and operational teams;
•Significant proved reserves:
•88.9 Bcfe of proved reserves at December 31, 2008,
•$155.8 million of proved PV-10 value as of December 31, 2008, and
•Interests in over 1,000 gross wells;
•Significant upside potential related to Double Eagle’s reserves and 800+ potential future drilling locations associated with its current projects;
•Core assets are high quality natural gas projects in the Rocky Mountains:
•Double Eagle is operator of a significant portion of its assets and can therefore control its own destiny, and
•Double Eagle’s non-operated projects are operated by high quality NYSE companies;
•Other non-core assets are high impact projects with significant upside potential;
•Annual 2008 revenues of $49.6 million;
•30 Mmcfe per day of production as of December 31, 2008 and is waiting for 18 wells drilled in 2008 to be completed at the Catalina Unit;
•Various hedges in place for its production, with the latest hedge ending in 2011;
•Ownership of 13 miles of pipeline with a capacity of greater than 100 Mmcfe per day and as of December 31, 2008 was transporting 30 Mmcfe per day;
•Assets that are economic at current depressed energy prices with finding and development costs of $1-$1.50 per Mcfe;
•Financial stability and fully committed financing from financial institutions of national reputation; and
•Increased liquidity for Petrosearch stockholders.
Given the facts and circumstances surrounding, and now the choice between, the Merger Agreement with Double Eagle and the Tender Offer from Tiberius Capital, the Board of Directors of Petrosearch hope that this situation is as clear to the shareholders as it is to us. Once again, we urge you to not tender your shares in the Tender Offer from Tiberius and that you vote “Yes” to the Merger with Double Eagle. We believe that this is the outcome that will create the most value for the shareholders of Petrosearch.
Very truly yours,
The Petrosearch Board of Directors
Important Additional Information and Where to Find It
This letter does not constitute an offer to sell or the solicitation of an offer to buy any securities. IN CONNECTION WITH THE PROPOSED MERGER, DOUBLE EAGLE HAS FILED A REGISTRATION STATEMENT WITH THE SECURITIES AND EXCHANGE COMMISSION ON FORM S-4 (REG NO. 333-158659), AND DOUBLE EAGLE AND PETROSEARCH HAVE EACH FILED A RELATED DEFINITIVE PROXY STATEMENT/PROSPECTUS. THE DEFINITIVE PROXY STATEMENT/PROSPECTUS WAS FIRST MAILED TO PETROSEARCH SHAREHOLDERS ON OR ABOUT JULY 7, 2009. SHAREHOLDERS ARE URGED TO READ CAREFULLY THE REGISTRATION STATEMENT AND DEFINITIVE PROXY STATEMENT/PROSPECTUS BECAUSE THEY CONTAIN IMPORTANT INFORMATION REGARDING DOUBLE EAGLE, PETROSEARCH AND THE MERGER. INVESTORS AND SHAREHOLDERS MAY OBTAIN A FREE COPY OF THE REGISTRATION STATEMENT AND DEFINITIVE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED BY DOUBLE EAGLE OR PETROSEARCH WITH THE SEC AT THE SEC’S WEBSITE AT WWW.SEC.GOV.
THE DEFINITIVE PROXY STATEMENT/PROSPECTUS AND SUCH OTHER DOCUMENTS MAY ALSO BE OBTAINED FOR FREE FROM PETROSEARCH BY DIRECTING A REQUEST TO PETROSEARCH ENERGY CORPORATION, 675 BERING DRIVE, SUITE 200, HOUSTON TEXAS 77057, ATTENTION DAVID COLLINS; TELEPHONE: (713) 961-9337 EXT. 45; E-MAIL: DAVID.COLLINS@PETROSEARCH.COM.
THE IDENTITY OF PEOPLE WHO, UNDER SEC RULES, MAY BE CONSIDERED “PARTICIPANTS IN A SOLICITATION” OF PROXIES FROM SHAREHOLDERS OF PETROSEARCH TO APPROVE THE MERGER AND A DESCRIPTION OF THEIR DIRECT AND INDIRECT INTERESTS IN THE SOLICITATION, BY SECURITY HOLDINGS OR OTHERWISE, IS CONTAINED IN THE DEFINITIVE PROXY STATEMENT/PROSPECTUS.
Contact:
Petrosearch Energy CorporationInvestor Relations Contact:David Collins, 713-961-9337 x45
Petrosearch Announces Expiration of Officers Employment Agreements
May 4, 2009 9:00:00 AM
Copyright Business Wire 2009
Email Story Discuss on ZenoBank
View Additional ProfilesHOUSTON--(BUSINESS WIRE)-- Petrosearch Energy Corporation (OTCBB:PTSG) announced that the employment agreements for Mr. Richard Dole, Chairman and CEO and Mr. David Collins, CFO have expired as of April 30, 2009. Both officers have agreed to remain with the Company in their current capacities until the shareholder meeting regarding the proposed merger with Double Eagle Petroleum Co. ("Double Eagle"). As previously disclosed in February 2009, Mr. Dole reduced his compensation to the minimum level necessary to maintain health benefits. In a further effort to preserve capital to meet the final working capital requirements pursuant to the merger agreement with Double Eagle, Mr. Dole and Mr. Collins have voluntarily elected to not receive a monthly salary.
At this time the Company estimates the shareholder meeting will take place in late June or July 2009, depending on the timing of the SEC review process of the recently filed preliminary proxy.
About Petrosearch
Petrosearch Energy Corporation, a Nevada corporation with executive offices in Houston, Texas, is a resource based energy company with operations focused in the Anadarko basin of the North Texas Panhandle. For more information please visit www.petrosearch.com.
Source: Petrosearch Energy Corporation
----------------------------------------------
Petrosearch Energy Corporation
David Collins
713-334-5123 (Investor Relations)
IRC@petrosearch.com
Oh Oh This Little Piggy
Hasen't changed a bit.
Will have a New name and new lipstick.
Going to call it DBLE or Double Eagle.
But it is still Managed by the same Losers.
Dick Dole and Company will take you small investors to the Cleaners.
Buyers Beware of this one.
Looks like they are changing colors
PTSG is going to be DBLE
Is this good news or bad news?
Has DBLE have a good business going?
Is this little Piggy still alive
Seems like they went out of Business.
What happened?
we will be updating the ibox this week thank you for your patience
also... please, if you have any questions that we could add to a couple of surveys, please feel free to share them with me.
thanks to everyone in advance!
Petrosearch Energy Corporation, a Nevada corporation with executive offices in Houston, Texas, was created by a team of seasoned and successful oil and gas professionals for the purpose of finding and developing oil and gas reserves across the United States. Petrosearch is currently active in Texas, Oklahoma, North Dakota, Louisiana, and Mississippi.
Petrosearch Senior Management
The management and directors of Petrosearch are all individuals with histories of distinguished achievement in their respective fields. Management’s expertise in oil and gas includes extensive successful experience both at the “hands-on” operations level and corporate management and finance.
Richard D. Dole, Director, Chairman of the Board, President and CEO
Mr. Dole joined Petrosearch as a Director in July 2004, and assumed the positions of Chairman, President and CEO in December of 2004. Mr. Dole previously served as Vice President and Chief Financial Officer for Burlington Resources International from 1998 to 2000. Since that time he has been active in consulting and financial services. Mr. Dole’s extensive industry experience includes being National Partner-in-Charge of Business Process Solutions at KPMG. Prior to that he was with Coopers & Lybrand (now PriceWaterhouse Coopers) where he served as Assurance and Business Advisory Partner for nearly 20 years and also served in numerous senior management roles, including National Chairman for the Energy and Natural Resources Industry practices for over 15 years and as the Vice Chairman for the U.S. Process Management business unit. From August 2003 to July 2004, Mr. Dole was also a member of the Board of Directors of Westport Resources Corporation (NYSE: WRC), a member of its Audit Committee and a designated financial expert. He is currently a member of the Board of Directors and Chairman of the Audit Committee of Double Eagle Petroleum Corporation (NASD:DBLE). Mr. Dole graduated from Colorado State University.
Wayne Beninger, Chief Operating Officer
Mr. Beninger joined us as Chief Operating Officer in May 2005. Prior to May 2005, Mr. Beninger served as President of Southwest Oil & Gas Management, Inc. (“SOGMI”) which he founded in 1997 to provide oil and gas property evaluation services, geologic prospect review, contract operating services, technical support for initial public offerings and strategic planning solutions for domestic and international projects. SOGMI has provided a significant amount of our engineering and geological services for all projects. From 1995 to 1997, Mr. Beninger was the Vice President for Strategic Planning with WRT Energy Corporation. From 1982 to 1995 he was first employed by, and then was a partner in, The Scotia Group, a domestic and international consulting firm where he provided petroleum engineering and geological services for companies and projects in the majority of active petroleum basins in both the U.S. and overseas. He has been active in the oil and gas industry since 1976. Mr. Beninger holds undergraduate degrees in both petroleum engineering and geology from the University of Southern California and has a number of industry publications to his credit. He is a member of the Society of Petroleum Engineers, Pi Epsilon Tau (petroleum engineering honorary fraternity) and Sigma Gamma Epsilon (geologic honorary fraternity).
David Collins, Vice President, Chief Financial Officer
Mr. Collins joined Petrosearch Corporation (Delaware) as a Vice President and the Chief Financial Officer in October 2003. Previously, he served as the Controller of Kazi Management VI, LLC, a diversified investment and management organization actively involved in energy, retail food chains, aquaculture and biotechnology from February 2002 to October 2003. At Kazi Management VI, he was responsible for the financial operations of multiple accounting offices across the United States, as well as fourteen international and domestic Companies. Mr. Collins was also the Chief Financial Officer of ZK Petroleum, an independent oil producer in South Texas. Prior to Kazi Management VI, he served as an independent analyst for The March Group in St. Thomas, U.S.V.I. from February 2001 to January 2002. Mr. Collins previously held the position of Chief Financial Officer of Federation Logistics, LLC in the New York metropolitan area from November 1994 to January 2001. Mr. Collins graduated from Villanova University in 1990 with a Bachelor’s degree in Accountancy. He became a Certified Public Accountant and began his career in the Financial Services Division of Ernst and Young in New York City. At Ernst and Young, he performed audits of Fortune 500 Companies.
Gerald N. Agranoff, Director
Gerald N. Agranoff joined us as a Director in May 2004. Mr. Agranoff is currently counsel to the firm of Kupferman & Kupferman, L.L.P. in New York. From 1975 through 1981, Mr. Agranoff was engaged exclusively in the private practice of law in New York and was an adjunct instructor at New York University's Institute of Federal Taxation. Previously, he served as attorney advisor to a Judge of the United States Tax Court. His current activities include being general partner of SES Family Investment and Trading Partnership, L.P., an investment partnership, a member of Inveraray Capital Management L.L.C., the investment manager of Highlander Fund B.V. and Highlander Partners (USA) L.P. He is also a director and the chair of the audit committee of Bull Run Corporation. Active in Wall Street financial transactions for over two decades, his specialties include taxation, investments and corporate finance. He holds an L.L.M. degree in Taxation from New York University and J.D. and B.S. Degrees from Wayne State University.
Richard Majeres, Director
Richard Majeres joined us as a Director in May 2004. Mr. Majeres is one of the founding partners of the Houston public accounting firm of Ubernosky, Passmore & Majeres, L.L.P., which offers tax, audit, accounting and management consulting services. He graduated from Bemidji State University, Bemidji, Minnesota in 1989 with a bachelor’s degree in accounting. Upon graduation, he served as a field auditor with the Federal Energy Regulatory Commission (FERC) of the Department of Energy. Mr. Majeres became a certified public accountant in 1992. He has extensive experience with oil and gas entities, including exploration and development partnerships and corporations and currently focuses a majority of his efforts on the Firm’s audit practice.
PetroSearch Operations Group
Mr. David Arndt, Manager of Drilling and Operations
A petroleum engineer, Mr. Arndt was previously a consultant with Southwest Oil and Gas Management, Inc. He has over 30 years of experience in managing production and engineering operations throughout Texas. Prior to his association with Southwest Oil and Gas, he was Senior Vice President, Production Operations, for Sundance Resources, Inc. with responsibility for engineering and operations in Texas, Colorado, and Oklahoma, and supervised the land, geological and production activities.
*DD*
Petrosearch
Building Shareholder Value
Petrosearch Energy Corporation (OTCBB:PTSG) is a Houston based independent exploration and production company which has evolved to focus on a significant oil and gas resource play in the United States.
THE MISSION
Our Strategic Goal is to build intrinsic shareholder value through focused operations and a low cost structure. Our Near Term Goal is to bring to the Company additional production and revenues from our existing Waterflood Project.
STRATEGIC HIGHLIGHTS
A majority of our capital expenditures planned through 2008 will focus on revenue and income growth through the drill bit in our core area
The Texas Panhandle waterflood project (38 locations – currently 100% owned/operated)
Our high quality oil and gas assets will allow us to have multiple year growth potential allowing us to align our financing needs with the capital needs of our projects
Our core asset will allow us to re-invest our capital into our project to enhance the rate of return
NEAR TERM HIGHLIGHTS
Texas Panhandle Anadarko Basin waterflood pilot well is on line and first phase is in process
Water treatment facility on the lease, which will provide the water needed for the waterflood, is nearing completion.
INVESTMENT CONSIDERATIONS
A Tightly Focused Drill Bit-Driven Model for propelling cash flow from our core area
Net Proved Reserves approximately 2.2 million boe as of 12/31/07
Market Price below Net Asset Value
Seasoned and Experienced Management Team
Petrosearch Energy Provides Second Quarter Update
HOUSTON--(BUSINESS WIRE)--Petrosearch Energy Corporation (OTCBB:PTSG - News) filed its Form 10-Q for the quarter ended June 30, 2008 yesterday. While we encourage you to read the entire filed document, this release is intended to summarize some of the significant information and accomplishments since the end of the first quarter of 2008 which are disclosed in our filing.
Accomplishments Since the End of the 1st Quarter – 2008:
Revolving Credit Facility - In April 2008 our revolving credit facility with Fortuna Energy, LP matured and was paid in full to the lender through a payment of $1,602,500. The Company no longer has an outstanding debt related to the revolving credit facility.
Colorado County, Texas - Project Financing - In May 2008 the Company received a full release of all the liens, security interests, rights, claims and benefits of every kind in, on and under the November 2006 Secured Term Note of approximately $7.9 million related to the Kallina 46#1. The debt related to this financing was extinguished and the Company recorded approximately $1 million in ordinary income as a result of derecognizing the interest expense associated with the financing.
Barnett Shale Project – In June, 2008 the Company’s wholly owned subsidiary, Barnett Petrosearch L.L.C., sold its 5.54455% limited partnership interest in DDJET Limited LLP (“DDJET”) to Cinco County Barnett Shale LLC (“Cinco”), one of the other two partners in DDJET, for a cash purchase price of $36,000,000 (an implied value of $650 million for 100% of the DDJET interest). By utilizing the strategic value of the preferential purchase rights associated with their DDJET interest the Company received a significant premium from Cinco versus the initial offer the Company received from a third party offeror. The $36,000,000 purchase price for DDJET equates to a 242% return of the Company’s original investment of $14.9 million in less than 18 months from the formation of the DDJET partnership.
Convertible Note Repayment – In July, 2008 the Company used part of the proceeds from the sale of its DDJET interest to repay all of the $18,775,000 outstanding Convertible Notes.
Summary Financial Result*:
The following is a summary of certain historical financial information from the Form 10-Q for the six months ended June 30, 2008 and 2007:
Six Months Ended June 30 Six Months Ended June 30
2008 2007
Gross Revenues $1,099,898 $736,520
Operating Loss $(1,230,044) $(1,419,632)
Net Income (Loss) $16,454,547 $(3,232,639)
As of June 30, 2008 As of December 31,
2007
Working Capital $35,046,864 $2,238,922
Shares Outstanding 41,770,779 40,941,841
* For more detailed information see our June 30, 2008 Form 10-Q
Operational Update – Water Flood:
North Texas Panhandle Water Flood – The Company is in the first phase of the water flood project which entails the conversion of four existing wells to water injection wells. These conversions will allow the Company to begin enhanced oil recovery and to satisfy its water injection obligations. Two of the first four injection wells for the initial flood pattern have successfully been converted for water injection and the conversion of the final two wells needed to complete the initial pattern is in process. The producing oil well needed for the first phase of the water flood is already in place in the center of the pattern. The water treatment facility that will provide the necessary water for the water flood is nearing completion.
Below is a summary of the estimates of reserves, undiscounted cash flows and present value of the undiscounted cash flows discounted at 10% (PV-10). Based on the third party reserve engineers forecast of production and reserves, and December 31, 2007 capital and lease operating costs and product prices of $120/bo and $10/Mcf, our internal estimate of undiscounted and discounted cash flows net of capital cost, net to Petrosearch as of June 1, 2008 is:
Reserve Category Reserves Net to Petrosearch Interesta
(boe)
Undiscounted Cash Flow net of Capital Cost Cash Flow after Capital Cost Discounted at 10%
(PV-10)
Proved Undeveloped 1,576,664 $ 128,389,000 $ 66,037,000
Probable 2,909,987 $ 304,423,000 $ 142,942,000
Possible 2,530,366 $ 261,839,000 $ 67,123,000
a As of December 31, 2007 - estimated by third party engineering firm
President and CEO of Petrosearch Richard Dole stated, “We are pleased with the financial condition of the Company after the sale of our Barnett Shale project and the other significant transactions we have implemented over the past few months. These transactions provide the Company with a strong balance sheet; including a significant cash balance, no debt obligations (other than current trade payables) and positive stockholders equity. Our financial condition coupled with our significant proved, probable and possible oil and gas reserves puts us in an excellent position to develop our water flood project while we continue to pursue strategic alternatives for the Company.”
Petrosearch Energy Provides Update on Waterflood Project
Thursday January 10, 10:21 am ET
HOUSTON--(BUSINESS WIRE)--Petrosearch Energy Corporation (OTCBB:PTSG - News) announced today that all the agreements and regulatory approvals necessary to commence its North Texas Panhandle Waterflood Project (“Project”) have been completed. A summary of these agreements is described below.
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Water Treatment Services Agreement with Complete Production Services, Inc. (“CPS”) – This agreement, among other things, provides that CPS, at its sole expense, will design and construct a water treatment facility no later than 90 days from the effective date of the agreement that will be capable of treating all of the Company’s production water up to a maximum of 10,000 bbls per day and likewise treat and provide to the Company a minimum of 5,000 bbls per day of production water from third party sources. The Company, in turn, has committed to be capable of injecting not less than 2,000 bbls of treated water per day derived from third party production water within 30 days after the facility is opened, and has further committed to be capable of injecting not less than 5,000 bbls of treated water per day derived from third party production water within 180 days after the facility opens, in addition to re-injecting its own treated production water from the oil and gas lease it operates. The Company will pay a scaled management fee to CPS commencing on the date the facility opens on the basis of the volume of treated and reinjected water derived from the Company’s production. The Company is currently applying to regulatory agencies to add more wells to the existing flood permit, as required under the agreement, to ensure our ability to inject the volumes that CPS will make available. The Company does not anticipate any difficulty with obtaining the approval.
Saltwater Treatment and Injection Agreement with the landowner – This agreement, among other things, gives the Company the exclusive right to occupy and use a portion of the surface of the property for the purpose of the installation of a salt water treatment and injection facility.
Settlement Agreement with CRMWA – As previously disclosed, the Company entered into an agreement with the landowner to drill and produce a freshwater source well on the lease which was followed by local water district approval to produce the fresh water from the regional aquifer for use in the Project. After the local water district rendered its approval, the Canadian River Municipal Water Authority (“CRMWA”) filed a protest with the Railroad Commission of Texas attempting to block the Company’s ability to obtain a Fluid Injection Permit for the Project permitting the use of freshwater for injection. Pursuant to this Settlement Agreement, among other things, CRMWA withdrew its protest of the application of the Company’s Fluid Injection Permit and the Fluid Injection Permit was thus issued by the Railroad Commission of Texas. In exchange for the withdrawal of the protest by CRMWA, the Company agreed to limitations on the amount of freshwater which would be used for injection in the Project. The agreement with CPS shall provide the primary source of injection water, but the CRMWA Settlement Agreement will facilitate the use of fresh water as a backup water source.
Richard Dole, President and CEO, stated, “By completing all of the agreements which solidify the sources of injection water for the Project, we have assured that the Project will proceed according to its technical design. We believe the solutions achieved will be a model for other companies in the industry when it comes to dealing with highly political freshwater issues typically encountered with a waterflood project of this magnitude. Completing all the necessary agreements prior to commencement of the waterflood also enables us to more readily attract any additional financing or joint venture partners before or after commencing the first stage of the Project.”
About Petrosearch
Petrosearch Energy Corporation, a Nevada corporation with executive offices in Houston, Texas, is a resource based energy company with activities focused on two major projects: the Barnett Shale trend, and the Anadarko basin of the North Texas Panhandle. For more information please visit www.petrosearch.com.
Forward-Looking Statements
Statements contained herein and the information incorporated by reference herein may be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act"). Forward-looking statements can be identified by the use of forward-looking terminology such as, but not limited to, "may," "will," "expect," "anticipate," "estimate," "would be," "believe," or "continue" or the negative or other variations of comparable terminology. We intend such forward-looking statements to be covered by the safe harbor provisions applicable to forward-looking statements contained in Section 21E of the Exchange Act. Such statements (none of which is intended as a guarantee of performance) are subject to certain assumptions, risks and uncertainties, which could cause our actual future results, achievements or transactions to differ materially from those projected or anticipated. Such risks and uncertainties are set forth herein.
Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events, or performance and underlying assumptions and other statements, which are other than statements of historical facts. These statements are subject to uncertainties and risks including, but not limited to, product and service demands and acceptance, changes in technology, economic conditions, the impact of competition and pricing, and government regulation and approvals. Petrosearch cautions that assumptions, expectations, projections, intentions, or beliefs about future events may, and often do, vary from actual results and the differences can be material. Some of the key factors which could cause actual results to vary from those Petrosearch expects include changes in natural gas and oil prices, the timing of planned capital expenditures, availability of acquisitions, uncertainties in estimating proved reserves and forecasting production results, operational factors affecting the commencement or maintenance of producing wells, the condition of the capital markets generally, as well as our ability to access them, and uncertainties regarding environmental regulations or litigation and other legal or regulatory developments affecting our business.
Our expectations, beliefs and projections are expressed in good faith and are believed to have a reasonable basis, including without limitation, our examination of historical operating trends, data contained in our records and other data available from third parties. There can be no assurance, however, that our expectations, beliefs or projections will result, be achieved, or be accomplished.
Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. We undertake no duty to update these forward-looking statements.
Contact:
Petrosearch Energy Corporation
Investor Relations, 713-334-5123
IRC@petrosearch.com
or
Piedmont IR, LLC
Keith Fetter or Darren Bankston, 678-455-3696
info@piedmontir.com
--------------------------------------------------------------------------------
Petrosearch Energy Announces Restructured Agreement with Harding Company on the Barnett Shale Project
Tuesday September 5, 1:20 pm ET
HOUSTON--(BUSINESS WIRE)--Sept. 5, 2006--Petrosearch Energy Corporation (OTCBB:PTSG - News) announced today that it has successfully restructured its Amended and Restated Program Agreement with Harding Company regarding Petrosearch's participation in the previously announced Barnett Shale project in the Fort Worth Basin of Texas. Terms of the restructured Agreement have streamlined the complexities of the previous agreement and improved Petrosearch's economic interests in this venture by eliminating the Company's obligation to advance certain future costs on behalf of Harding's interest and provides that Petrosearch will receive a 14 percent "heads up" working interest in all leasing and drilling activities. The Agreement has also amicably resolved previously contested issues leading to the dismissal of the arbitration proceedings.
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Several horizontal wells have been drilled in the Barnett Shale project and are slated for completion and marketing into evacuation facilities upon the finalization by Exxon Mobil Corporation of the evacuation facilities, which are expected to be completed soon. In conjunction with the completion of the evacuation facilities, Petrosearch will continue its discussions with Exxon Mobil Corporation, Harding Company and third party project participants regarding the creation of the integrated venture previously announced which would hold the exploration and production assets as well as the related pipeline assets and activities. The Company anticipates a multi-rig program for the project during 2007 along with further expansion of its lease holdings inside the 5 county, 1.6 million acre Area of Mutual Interest.
Richard Dole, Chairman and CEO of Petrosearch, stated, "This restructuring will facilitate the efforts of the working interest owners to both produce natural gas reserves found to date and to continue an accelerated drilling program for the project. It also benefits the Company directly by substantially reducing the amount of capital that would have been required in the early stages of the project without diminishing the Company's ownership interest. We are in a very attractive part of one of the most prolific natural gas producing basins in the U.S., are aligned with knowledgeable industry partners and have the unique advantage of being able to transport our natural gas production to markets. We expect this project to have a significant impact on our Company in the future."
About Petrosearch
Petrosearch Energy Corporation, a Nevada corporation with executive offices in Houston, Texas, was created by a team of seasoned and successful oil and gas professionals for the purpose of finding and developing oil and gas reserves across the United States. Petrosearch is currently active in Texas, Oklahoma, North Dakota, Louisiana, and Mississippi. For more information please visit www.petrosearch.com.
Petrosearch Announces 2006 Progress and Status
Thursday June 15, 8:53 am ET
HOUSTON--(BUSINESS WIRE)--June 15, 2006--Petrosearch Energy Corporation (OTCBB:PTSG - News) today has provided an update on its 2006 activity to date. The Company has spent the first half of this year executing its business plan, which includes the development of its existing project inventory, the continued work to finalize its Barnett Shale project, as previously announced, and the participation in new exploration projects, while at the same time working to resolve certain discrepancies encountered from projects acquired in 2003-2004.
Richard Dole, Chairman and CEO, stated, "We are pleased with the progress we have made in 2006 so far. Not only has the Company started the development of the existing inventory of projects as discussed below, it has also been pursuing other potentially significant opportunities. These opportunities range from large resource plays in well known basins to production and asset acquisitions. We believe we have started to see the benefits from the building of the infrastructure we had worked so diligently to build in 2005 and we look forward to the future."
Wells Wells and
Drilled or Re-entries Potential
Project Name Formation Re-entered Planned for Wells Beyond
in 1st half 2nd half of 2006
of 2006 2006
----------------------------------------------------------------------
Upper & Lower
SW Garwood Wilcox - 0 3 4
including
Kallina re-entry
----------------------------------------------------------------------
Anadarko
Basin Morrow 1
----------------------------------------------------------------------
North Texas Lower Albany
Water flood Dolomite 8 4-8 29
----------------------------------------------------------------------
Gruman Lodgepole Reef 1 0 0
----------------------------------------------------------------------
Rodney
Island Tuscaloosa 1 0 0
----------------------------------------------------------------------
Tait-
Colorado Upper Wilcox 1 1 1
County, TX
----------------------------------------------------------------------
Burleson Austin Chalk &
County, TX Georgetown 0 4 11
----------------------------------------------------------------------
Mississippi
Tuscaloosa Lower Tuscaloosa 0 1 20
----------------------------------------------------------------------
Buena Vista Hosston 1 ? ?
SW Garwood Project, Colorado County, Texas - On June 9, 2006 the Company signed an agreement with all other working and overriding royalty interest owners in the Project to resolve certain discrepancies and issues that existed from the original agreement signed in 2004. All reversionary working interests will now occur at the time each individual well pays out instead of project payout. Of the 2,402 acres in the prospect, the Company now has: 20% heads-up working interest in approximately 240 acres; 16.00% working interest after payout on a well by well basis in 1,718 acres; and 21.5% working interest after payout on a well by well basis in 444 acres.
The initial well on this prospect, the Pintail #1, completed in the Upper Wilcox in December 2004, paid out in April of this year. As of payout, we began participating in the production from the well with 16% working interest. Production from the well has been consistent, averaging about 500 Mcfd equivalent.
A second Project well, Pintail Flats #1, was re-completed in June 2006. The well was re-perforated up-hole in sands within the Lower Wilcox. The Company believes the sands opened in the re-completion will produce at rates comparable to the very prolific sands now being exploited by Petrohawk Energy Corp. (NasdaqNM:HAWK - News) and Cabot Oil & Gas Corp. (NYSE:COG - News) less than one half mile west of the Company's westerly lease line. The initial reported test of Petrohawk's Garrett #1 is 11.235 MMcfd after stimulation. The sands currently open in the Pintail Flats #1, after being perforated but before fracture stimulation, produced rates as high as 1.4 MMcfd. The well is currently restricted to flow rates between 600 and 700 Mcfd while the fracture stimulation is being designed. The Company expects to stimulate the well within the next few weeks pending equipment availability. The Company anticipates post frac rates substantially in excess of the initial flow rate of 1.4 MMcfd.
A rig capable of drilling to 16,500 feet has moved on to a third location that was assigned proved undeveloped reserves in our 2005 year end evaluation. This well is also expected to exploit the same Lower Wilcox sands that are being tested in our Pintail Flats #1 well and those drilled and being drilled by Petrohawk and Cabot immediately to our west. The Company has a back-in working interest of 16% at payout of the well. The Company operates all existing wells and the total cost of all wells is being paid by one of the interest owners.
Anadarko Basin - During 2006, we participated with a 10% non-operated working interest in a single well in the basin drilled to a depth of 8,323 feet. This well was completed earlier this month at an initial rate of approximately 500 Mcfd. The Company believes its remaining 6 prospects in the basin continue to have merit and should be exploited during the primary term of their leases. On June 9, 2006 the Company entered into an agreement that increased its net revenue interest in 4,647 gross acres on these 5 prospects by 5.25%. The Company has also entered into an agreement with a third party to farm out these leases, plus an additional 480 gross acres in a sixth prospect, so as to accelerate the exploitation of all of the remaining leases. These prospects could support 8 or more wells if successful.
North Texas/Panhandle Water flood Project - As described in our recent 10-QSB, the first phase of the project began in March 2006 with the drilling of a new well, the Maddox #42, for production to a depth of 4,495 feet. An unexpected oil saturated fourteen foot limestone interval was found, and tested, approximately 180 feet below the top of the target water flood horizon (Lower Albany Dolomite). The reservoir appears to be normally pressured and does not appear to have been produced in the past. The well was completed April 13, 2006, and continues to produce approximately 8 bopd equivalent. As a result of this new zone discovery, the Company is evaluating plans to develop the zone without interfering with the planned water flood development. The leases include approximately 38 old wells, of which 20 have not been plugged. We have an ongoing program to enter each of the 20 wells that have not been plugged. So far, we have entered 7 of these older wells to determine their mechanical status and produce whatever oil or gas we can while working on the water flood design. At present, it appears that at least 2 of the 7 re-entered wells will produce at a commercial daily rate. Within the next 30 days the detailed study and development plan for the field should be finished.
Gruman Prospect, Stark County, North Dakota - In September 2005, we purchased an additional 21.25% working interest, giving us an 85% working interest in this Lodgepole Reef oil well. On March 28, 2006, we spudded a well (the Gruman 18-3) intended to be either an increased density well or a water injection well, updip of the Gruman 18-1. The well reached total depth of 9,890 feet on April 14, 2006, and has been completed as an injection well. We have established that the Gruman 18-3 is in pressure communication with the Gruman 18-1 and injectivity tests have been completed. Injection volumes and pressures will be supplemented with an electric submersible pump that will be installed later this month. Initial response at the Gruman 18-1 is expected within 60-90 days of the start of water injection with the oil production increasing from the current rate of approximately 80 bopd equivalent to a target rate of 200+ bopd equivalent.
Rodney Island, Tensas Parish, Louisiana - In October 2005, we took over operations of the Harper Z-1 well on the Rodney Island prospect from the previous operator after casing was set and cemented. As the current operator, and with the agreement of the other working interest owners, we initiated litigation in February 2006 against the previous operator for non-payment of their share of drilling and completion costs. Settlement discussions to resolve the dispute have begun.
Downhole mechanical difficulties hindered our attempt to complete the Harper Z-1 well so plans have been made to sidetrack the current well bore. We expect the work to begin by the end of July pending the timing of the outcome of the litigation.
Barnett Shale Project - The Company has been informed that a draft of the definitive agreement, in line with the terms of the Heads of Agreement as previously disclosed, should be available this week as should a draft of our restructured participation agreement. The venture has continued leasing and drilling activities as well as completing initial pipeline gathering facilities. We are encouraged by the progress made toward meeting the July 9 deadline to finalize the restructuring.
Tait Projects - Colorado County, Texas - The initial well to test the Upper Wilcox on this prospect reached total depth in May 2006. We determined all potential hydrocarbon bearing zones in the well bore to be non-commercial and the Company did not consent to a completion attempt by the operator in the shallower Frio sands. However, data from this well bore did provide support for the geological interpretation of the shallower Yegua sands between 2500 feet and 3100 feet in which we have 2 identified locations. The first of these is scheduled to be drilled at the end of this year or the beginning of 2007 pending equipment availability.
Burleson County, Texas, Projects -- A multi-well natural gas project that includes a total of 15 development and step-out locations in the Austin Chalk and Georgetown formations at approximately 10,000 feet vertical depth on a targeted leasehold position of approximately 11,000 acres, with 9,409 gross and 7,702 net acres having been leased. Horizontal wells are planned with total measured length of approximately 13,000 feet. The rig has been identified and the contract is being negotiated. The initial well is planned to be spudded as early as the first of August with a second well planned in the fourth quarter of 2006. We will have a 37.5% non-operated working interest in the project.
Mississippi Tuscaloosa Projects -- We have identified five Tuscaloosa oil prospects in the Mississippi Inland Salt Basin, in Yazoo County, comprising a maximum of 2,295 acres and up to 18 potential drilling locations. Eight locations are planned to be drilled in 2007, ranging from 6,150 feet to 7,500 feet in depth. Approximately 55% of the required acreage has been leased. Seismic data on the prospects has been reprocessed and confirmed our original geological analysis. We own 100% of the prospects and will operate the project.
Buena Vista, Jefferson County, Mississippi - The previous completion attempt in the lower sands of the Hosston zone has been abandoned and in May 2006 new perforations were made in a single 19 foot thick sand at approximately 15,312 feet. During initial unloading of the well bore after perforating, the well flared natural gas at non-commercial rates. Data is being evaluated to determine if fracture stimulation is warranted.
About Petrosearch
Petrosearch Energy Corporation, a Nevada corporation with executive offices in Houston, Texas, was created by a team of seasoned and successful oil and gas professionals for the purpose of finding and developing oil and gas reserves across the United States. Petrosearch is currently active in Texas, Oklahoma, North Dakota, Louisiana, and Mississippi. For more information please visit www.petrosearch.com.
Forward-Looking Statements
Statements contained herein and the information incorporated by reference herein may be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act"). Forward-looking statements can be identified by the use of forward-looking terminology such as, but not limited to, "may," "will," "expect," "anticipate," "estimate," "would be," "believe," or "continue" or the negative or other variations of comparable terminology. We intend such forward-looking statements to be covered by the safe harbor provisions applicable to forward-looking statements contained in Section 21E of the Exchange Act. Such statements (none of which is intended as a guarantee of performance) are subject to certain assumptions, risks and uncertainties, which could cause our actual future results, achievements or transactions to differ materially from those projected or anticipated. Such risks and uncertainties are set forth herein.
Forward-looking statements include statements
closed down on news.....eom
Petrosearch Announces Agreement Defining Terms of Participation in the Barnett Shale Project
Friday May 12, 8:15 am ET
HOUSTON--(BUSINESS WIRE)--May 12, 2006--Petrosearch Energy Corporation (OTCBB:PTSG - News) announced that it has entered into a Heads of Agreement ("ExxonMobil/Harding Agreement") with Exxon Mobil Corporation, Harding Company, Eagle Oil & Gas Co., PS Gas, LLC, and PS Gas Partners, L.P. dated May 9, 2006. The ExxonMobil/Harding Agreement describes the economic terms of the project, provides the alternative structure under which the new integrated venture in the Barnett Shale Project will operate, and provides the structure within which the parties will negotiate definitive agreements. Formation of the new integrated venture is conditioned upon execution of definitive agreements. The ExxonMobil/Harding Agreement also extends for 60 days Exxon Mobil Corporation's preferential purchase rights and preserves all Petrosearch's legal rights under the Amended and Restated Program Agreement.
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Petrosearch also signed a letter agreement ("Letter Agreement") on May 7, 2006 with Harding Company that defines the terms of participation and interest between Harding Company and Petrosearch in the formation of a new venture entity. The terms of the Letter Agreement are subject to the completion of the definitive agreements as outlined in the ExxonMobil/Harding Agreement.
About Petrosearch
Petrosearch Energy Corporation, a Nevada corporation with executive offices in Houston, Texas, was created by a team of seasoned and successful oil and gas professionals for the purpose of finding and developing oil and gas reserves across the United States. Petrosearch is currently active in Texas, Oklahoma, North Dakota, Louisiana, and Mississippi. For more information please visit www.petrosearch.com.
Forward Looking Statements
Statements contained herein and the information incorporated by reference herein may be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act"). Forward-looking statements can be identified by the use of forward-looking terminology such as, but not limited to, "may," "will," "expect," "anticipate," "estimate," "would be," "believe," or "continue" or the negative or other variations of comparable terminology. We intend such forward-looking statements to be covered by the safe harbor provisions applicable to forward-looking statements contained in Section 21E of the Exchange Act. Such statements (none of which is intended as a guarantee of performance) are subject to certain assumptions, risks and uncertainties, which could cause our actual future results, achievements or transactions to differ materially from those projected or anticipated. Such risks and uncertainties are set forth herein.
Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events, or performance and underlying assumptions and other statements, which are other than statements of historical facts. These statements are subject to uncertainties and risks including, but not limited to, product and service demands and acceptance, changes in technology, economic conditions, the impact of competition and pricing, and government regulation and approvals. Petrosearch cautions that assumptions, expectations, projections, intentions, or beliefs about future events may, and often do, vary from actual results and the differences can be material. Some of the key factors which could cause actual results to vary from those Petrosearch expects include changes in natural gas and oil prices, the timing of planned capital expenditures, availability of acquisitions, uncertainties in estimating proved reserves and forecasting production results, operational factors affecting the commencement or maintenance of producing wells, the condition of the capital markets generally, as well as our ability to access them, and uncertainties regarding environmental regulations or litigation and other legal or regulatory developments affecting our business.
Our expectations, beliefs and projections are expressed in good faith and are believed to have a reasonable basis, including without limitation, our examination of historical operating trends, data contained in our records and other data available from third parties. There can be no assurance, however, that our expectations, beliefs or projections will result, be achieved, or be accomplished.
Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. We undertake no duty to update these forward-looking statements.
Contact:
Investor Relations:
Integrated Corporate Relations
Kathleen Heaney, 713-334-5123
investor.relations@petrosearch.com
--------------------------------------------------------------------------------
Petrosearch Announces One Week Extension of Deadline for Barnett Shale Agreement
Tuesday May 2, 2:55 pm ET
HOUSTON--(BUSINESS WIRE)--May 2, 2006--On April 28, 2006, Petrosearch Energy Corporation signed an Extension Agreement Amendment with ExxonMobil Corporation, Harding Company ("Harding"), Eagle Oil & Gas Co., PS Gas Partners, LLC, and Gas Partners, L.P. which extended the deadline of the original Extension Agreement from May 2 to May 9, 2006. The original Extension Agreement extended ExxonMobil's preferential purchase rights related to the separate sale agreements between Harding Company and each of the other parties relating to the Barnett Shale project. This extension allows the parties additional time to continue the negotiations for the purpose of creating an integrated venture whereby both upstream and pipeline activities are integrated into a single venture so as to ensure availability of adequate pipeline capacity to move natural gas to the market.
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An update of the project activity will be provided upon completion of the restructuring of the agreements.
About Petrosearch
Petrosearch Energy Corporation, a Nevada corporation with executive offices in Houston, Texas, was created by a team of seasoned and successful oil and gas professionals for the purpose of finding and developing oil and gas reserves across the United States. Petrosearch is currently active in Texas, Oklahoma, North Dakota, Louisiana, and Mississippi. For more information please visit www.petrosearch.com.
Petrosearch Closes Quinduno Field Acquisition
PR Newswire - November 16, 2005 9:05 AM (EDT)
HOUSTON, Nov 16, 2005 /PRNewswire-FirstCall via COMTEX/ -- Petrosearch Energy Corporation (OTC: PTSG) ("Petrosearch") announced today that it completed the previously disclosed acquisition of a 100% working interest in 1780 acres of leases in the Quinduno Field from Quinduno Energy, L.L.C. The property is located in Roberts County, Texas in the Anadarko Basin.
About Petrosearch
Petrosearch Energy Corporation, a Nevada corporation with executive offices in Houston, Texas, was created by a team of seasoned and successful oil and gas professionals for the purpose of finding and developing oil and gas reserves across the United States. Petrosearch is currently active in Texas, Oklahoma, North Dakota, Louisiana, and Mississippi. For more information please visit http://www.petrosearch.com.
Contact:
Greg Noble
Vice President, Equity Markets
Tel. 713-961-9337
Email: greg.noble@petrosearch.com
Outstanding Shares: 27,997,761 as of 2005-10-12
Estimated Market Cap: 33.597M as of 2005-11-03 (based on Outstanding Shares as of 2005-10-12)
Authorized Shares: 100,000,000 as of 2005-12-10
Float: 8,269,700 as of 2005-10-12
Petrosearch Energy Announces Significant Acquisition
11/2/2005 8:56:52 AM
HOUSTON, Nov 02, 2005 /PRNewswire-FirstCall via COMTEX/ -- PETROSEARCH ENERGY CORPORATION (OTC Pink Sheets: PTSG) announced today an agreement to purchase a 100% working interest in 1780 acres of leases in the Quinduno Field located in Roberts County, Texas in the Anadarko Basin from Quinduno Energy, L.L.C. Closing is scheduled for November 15, 2005.
The independent engineering firm of Ryder Scott Company has estimated the property's proved reserves to be 2.59 million barrels of oil (MMbo) and 1.4 billion cubic feet (Bcf) of natural gas. In accordance with SEC guidelines, using flat prices as of September 30, 2005 of $66.23 per barrel of oil and $14.32 per Mcf gas (after adjustment), estimated Future Net Revenues (FNR) after capital expenditures for development from proved reserves is $101.7 million and the FNR discounted at 10% or Present Value (PV-10) is $45.5 million. These proved reserves will be extracted using conventional waterflood technology. Ryder Scott has estimated additional probable and possible reserves could be recovered in part as a result of deeper penetration of the target waterflood formation, the Lower Albany Dolomite. Using the same pricing as used for the proved reserve estimate, probable undeveloped reserves are estimated to be 4.35 MMbo and 2.2 Bcf of gas with FNR of $222.4 million and a PV-10 of $68.0 million. Similarly, possible undeveloped reserves are estimated to be 3.99 MMbo and 2.0 Bcf of gas with FNR of $184.7 million and a PV-10 of $65.0 million. Petrosearch intends to initiate the waterflood project within the next 6 months. Exploration potential above and below the Lower Albany Dolomite has been identified and will be tested in due course.
Pricing sensitivity is as follows:
PV-10 ($ million)
Proved Probable Possible
SEC Prices 45.5 68.0 65.0
Nymex Strip* 33.2 60.6 57.6
Flat Pricing** 23.2 42.9 41.8
* as of 11/1/2005 adjusted for local conditions
** $45 per barrel of oil, $6.50 per Mcf of gas adjusted for local
conditions
The agreement provides for the payment of the purchase price of cash and unregistered common shares to be paid out in phases as the water flood program progresses. Should the project not proceed past the first phase, Petrosearch's maximum obligation would be $750,000 in addition to 1 million unregistered common shares plus the cost of capital expenditures for the first phase estimated at $2.9 million. Assuming the entire project is completed, the total consideration paid to the seller will be $2,000,000 cash and the issuance of 3,000,000 unregistered common shares. Upon completion of the entire project, the seller will back in for a 10% working interest after Petrosearch has been repaid all capital expenditure costs plus $9.5 million ($2,000,000 cash purchase price plus issuance of 3,000,000 unregistered common shares).
Based upon the (i) outstanding common shares and dilutive warrants as of September 30, 2005 and (ii) assumed payment of $2,000,000 in cash and issuance of 3,000,000 shares relative to this transaction, the increase in estimated SEC PV-10 for proved reserves from this acquisition is $1.37 per share.
Richard Dole, Chairman and CEO of Petrosearch stated, "This acquisition marks yet another important step forward for our program of building both existing fundamental net asset value for our shareholders as well as securing an imbedded portfolio of potentially high yield opportunities for growth through the drill bit, as we continue to access our pipeline of opportunity flow. This transaction and its design continue to validate our business model of creatively placing our project partners at risk alongside our existing shareholders, in this case by a staging of compensation, the use of our stock at its underlying net asset value and a back end participation for the partner."
Mark Harrington, President and CEO of privately held Quinduno Energy stated, "In our efforts to seek the highest and best form to maximize our value on this important resource base, we were singularly impressed by Petrosearch. A highly competent management team, a well thought out execution model, an extraordinarily impressive portfolio of existing projects, and a prudent capital structure to create earning momentum for all shareholders, made this alternative a standout for our group. We look forward to seeing Petrosearch build fundamental value for ourselves and all the existing shareholders through rapidly and cost efficiently developing our property and through continued execution of their unique business model."
About Petrosearch Energy Corporation
Petrosearch Energy Corporation, a Nevada corporation with executive offices in Houston, Texas, was created by a team of seasoned and successful oil and gas professionals for the purpose of finding and developing oil and gas reserves across the United States, Petrosearch is currently active in Texas, Oklahoma, North Dakota, Louisiana and Mississippi. For more information about Petrosearch, please visit http://www.Petrosearch.com .
Forward-Looking Statements
Statements contained herein and the information incorporated by reference herein may be forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act"). Forward-looking statements can be identified by the use of forward-looking terminology such as, but not limited to, "may," "will," "expect," "anticipate," "estimate," "would be," "believe," or "continue" or the negative or other variations of comparable terminology. We intend such forward-looking statements to be covered by the safe harbor provisions applicable to forward-looking statements contained in Section 21E of the Exchange Act. Such statements (none of which is intended as a guarantee of performance) are subject to certain assumptions, risks and uncertainties, which could cause our actual future results, achievements or transactions to differ materially from those projected or anticipated. Such risks and uncertainties are set forth herein.
Forward-looking statements include statements concerning plans, objectives, goals, strategies, future events, or performance and underlying assumptions and other statements, which are other than statements of historical facts. These statements are subject to uncertainties and risks including, but not limited to, product and service demands and acceptance, changes in technology, economic conditions, the impact of competition and pricing, and government regulation and approvals. Petrosearch cautions that assumptions, expectations, projections, intentions, or beliefs about future events may, and often do, vary from actual results and the differences can be material. Some of the key factors which could cause actual results to vary from those Petrosearch expects include changes in natural gas and oil prices, the timing of planned capital expenditures, availability of acquisitions, uncertainties in estimating proved reserves and forecasting production results, operational factors affecting the commencement or maintenance of producing wells, the condition of the capital markets generally, as well as our ability to access them, and uncertainties regarding environmental regulations or litigation and other legal or regulatory developments affecting our business.
Our expectations, beliefs and projections are expressed in good faith and are believed to have a reasonable basis, including without limitation, our examination of historical operating trends, data contained in our records and other data available from third parties. There can be no assurance, however, that our expectations, beliefs or projections will result, be achieved, or be accomplished. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof. We undertake no duty to update these forward-looking statements.
Cautionary Note to U.S. Investors
The United States Securities and Exchange Commission permits oil and gas companies, in their filings with the SEC, to disclose only proved reserves that a company has demonstrated by actual production or conclusive formation tests to be economically and legally producible under existing economic and operating conditions. We use certain terms herein, such as "probable", "possible", "recoverable", "risked" among others, that the SEC's guidelines strictly prohibit us from including in filings with the SEC. Readers are urged to carefully review and consider the various disclosures made by use which attempt to advise interested parties of the additional factors which may affect our business
Contact:
Greg Noble
Vice President, Equity Markets
Telephone: 713-961-9337
E-mail: greg.noble@Petrosearch.com
SOURCE Petrosearch Energy Corporation
Greg Noble, Vice President, Equity Markets of Petrosearch Energy Corporation,
+1-713-961-9337, or greg.noble@Petrosearch.com
http://www.prnewswire.com
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Petrosearch Energy Corporation, a Nevada corporation with executive offices in Houston, Texas, was created by a team of seasoned and successful oil and gas professionals for the purpose of finding and developing oil and gas reserves across the United States, Petrosearch is currently active in Texas, Oklahoma, North Dakota, Louisiana and Mississippi.
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2005 Press Releases to date:
11/02/05 Petrosearch Energy Announces Significant Acquisition
10/28/05 Petrosearch Begins Completion of Directional Well in Rodney Island Field and Assumes Role of Operator
09/30/05 Petrosearch Renews and Extends Credit Facility to Support Drilling Projects
09/08/05 Petrosearch Registration Statement Declared Effective
08/31/05 Petrosearch Provides Update on Properties in Katrina's Path
08/04/05 PetroSearch Energy Sells Blue Ridge Field Property
07/21/05 EnerCom, Inc. Announces Presenting Companies for The Oil & Gas Conference(R) August 7 - 11, 2005
06/13/05 PetroSearch Announces the Addition of Key Technical Professionals to the Organization; New Capability will Allow Company to Continue Pursuing Its Opportunity Flow
04/20/05 Petrosearch Energy Corporation Announces $12.6 Million in Equity Private Placements; Company to Use Proceeds to Expand Drilling Activities
02/15/05 Petrosearch Posts Link to OGIS Presentation
02/04/05 Wall Street Reporter Interview With Richard Dole, CEO of Petrosearch Energy Corporation, Is Now Available Online
02/03/05 Petrosearch Energy Corporation Announces Status of Drilling Activities
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Headquarters:
Petrosearch Energy Corporation
Greg Noble
Vice President, Equity Markets
Telephone: 713-961-9337
E-mail: greg.noble@Petrosearch.com
Website: http://www.Petrosearch.com
Investor Relations:
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Share structure:
Outstanding Shares: as of 2005-10-12
Auth. Shares: 100,000,000 as of 2005-12-10
O/S: 27,997,761 as of 2005-10-12
Float: 8,269,700 as of 2005-10-12
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