New York-based special-purpose acquisition company United Refining Energy Corp. (NYSE Amex: URX) plans to acquire Oklahoma City E&P Chaparral Energy Inc. for approximately $580 million in stock, resulting in a combined enterprise value of $1.8 billion. The merged company will be named Chaparral Energy Inc. and will trade on the NYSE under the symbol “CPR.”
“This merger with URX will allow us to achieve our strategic goal of becoming a publicly traded company on one of the major stock exchanges,” says Mark A. Fischer, Chaparral chief executive, chairman and co-founder. “It will give Chaparral access to capital we need to exploit our large inventory of drilling and development opportunities and to significantly step up our EOR (enhanced-oil-recovery) program.”
In December, Chaparral abandoned a merger with Edge Petroleum Corp., Houston, in an effort to become a publicly traded company, due to Chaparral’s inability to obtain financing.
Edge filed bankruptcy earlier this month and is selling all of its assets.
Founded in 1988, Chaparral focuses on later-stage properties and using EOR techniques in the Midcontinent and Permian Basin, with other interests in East Texas, North Texas, the Gulf Coast and Rocky Mountains. As of June 30, Chaparral’s proved reserves were 146 million barrels of oil equivalent (BOE), 62% oil. Its average daily production for first-half 2009 was 21,000 BOE per day.
Chaparral expects 2009 production to be approximately 7.6 million BOE and 2010 production to be approximately 9.9 BOE, a 30% increase over 2009, based on an estimated capex of $410 million.
United Refining was formed in December 2007 with approximately $452 million in trust.
At closing, Chaparral shareholders will hold approximately 58 million shares of the combined company, a 59% stake, valued at approximately $10 per share. The combined company will have approximately 98 million shares outstanding, with United Refining shareholders holding 35% and the United Refining sponsor 6%.
Chaparral will receive approximately $300 million in cash at closing to be used for debt reduction and for working capital and general corporate purposes.
Deutsche Bank Securities Inc. and Maxim Group LLC are financial advisors to United Refining and New Century Capital Partners Inc. provided a fairness opinion. Ellenoff Grossman & Schole LLP is legal advisor. Morgan Stanley & Co. Inc. is financial advisor to Chaparral and McAfee & Taft is legal advisor.
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