ABC Funding, Inc. Closes Acquisition of Voyager Gas Corporation for $42.0 Million
03 September 2008 - 2:05PM
Business Wire
ABC Funding, Inc. ("ABC" or the "Company") (OTCBB:AFDG) announced
today that it closed its acquisition of all of the outstanding
capital stock of Voyager Gas Corporation (�Voyager�), for cash
consideration of $35.0 million plus 10,000 newly issued shares of
ABC�s Series D Preferred Stock, having an agreed upon value of $7.0
million. Upon the effectiveness of an amendment to the Company�s
Certificate of Incorporation increasing the number of shares of
common stock that the Company may issue, the Series D Preferred
Stock will automatically convert into 17.5 million shares of the
Company�s common stock. The amendment to the Company�s Certificate
of Incorporation will also change the name of the Company to Cross
Canyon Energy Corp. Voyager�s natural gas and oil production is
located in Duval County, Texas. As of April 1, 2008, the acquired
properties had independently engineered proved reserves of 16.2
Bcfe. By category, this includes 5.2 Bcfe of proved developed
producing, 5.6 Bcfe of proved developed non-producing, and 5.4 Bcfe
of proved undeveloped reserves. Approximately 69% of total proved
reserves is natural gas. In addition to proved reserves, ABC�s
management has identified net unrisked probable reserves of 7.4
Bcfe covering seven drilling locations. ABC�s net capital
investment required to develop these probable reserves is estimated
to be $5.3 million. The acquired properties consist of
approximately 14,300 net acres located in a prolific producing
area. The purchase price also included a proprietary 3-D seismic
data base covering a majority of the property. Based upon total
consideration of $42.0 million, the implied cost per Mcfe of proved
reserves is $2.59 and $1.78 per Mcfe if probable reserves are
included. ABC may allocate additional value to unproved properties
and other assets at a later date. The SEC net present value of
proved reserves (PV10) as of April 1, 2008 totaled $75.6 million,
$122.9 million including probable reserves, as per the independent
reserve report. The acquired properties are located in Duval
County, South Texas, on trend with several prolific producing Frio,
Jackson and Yegua (Oligocene and Eocene) fields. The acquired
properties have established production over a substantial acreage
position with proved and probable reserves from over ten different
horizons located at depths ranging from 4,000 to 7,500 feet. ABC
now has a multi-year inventory of projects in a key domestic
hydrocarbon producing basin. ABC is the operator and owns an
average 100% working interest in its proved reserve base. Net daily
production averaged over 3.0 Mmcfe for the month of August 2008.
Such sustainable production, coupled with the Company�s scheduled
active drilling program, should result in significant production
increases by mid 2009. The Voyager acquisition was funded with
proceeds from a new revolving credit agreement (�Credit Agreement�)
and term loan agreement (�Loan Agreement�) among the Company, CIT
Capital USA Inc. (�CIT�), as administrative agent, and such other
banks and financial institutions that may, from time to time,
become parties thereto. At the closing, the Company drew $11.5
million under the Credit Agreement and the full $22 million
available under the Loan Agreement. Both the Credit Agreement and
the Loan Agreement are secured by all of the assets of the Company
and its subsidiaries. Additionally, the Company granted CIT a seven
year warrant to purchase up to 24.2 million shares of the Company�s
common stock at an exercise price of $0.35 per share. The �New� ABC
Funding (Cross Canyon Energy Corp.): Acquired properties generate
significant sustainable cash flow in an area which has an extensive
production history and infrastructure, Cross Canyon, owning a 100%
working interest, has complete operational control in the newly
acquired properties, Cross Canyon now has a multi-year, highly
economic drilling inventory, plus substantial upside potential from
the probable and possible locations, Excellent low risk PDNP and
PUD opportunities should meaningfully ramp production and cash
flow, Deeper potential exists targeting high impact possible
reserves, Proved reserves total 16.2 Bcfe; proved plus probable
reserves total 23.6 Bcfe, having an SEC PV10 value of $122.9
million (as of April 1, 2008), Reserve base consists of 69% natural
gas and 31% oil reserves, and Experienced management, plus board
and affiliates, own approximately 33% of currently outstanding
common shares. Robert P Munn, Chairman and Chief Executive Officer,
stated, �The acquisition of Voyager Gas Corporation is an important
strategic step with respect to the current and future growth of the
company, and provides us with a strong operating footprint in a
very prolific basin in South Texas. With the acquisition of these
properties, Cross Canyon Energy becomes a substantial independent
oil and gas company, with the ability to meaningfully grow our
production and reserves through a combination of low risk
recompletions and workovers, plus the drilling of undeveloped
locations. Immediately, this transaction is highly accretive to the
company�s cash flow and asset value in keeping with management�s
ongoing commitment to aggressively grow shareholder value.�
FORWARD-LOOKING STATEMENTS: This document includes forward-looking
statements. Forward-looking statements include, but are not limited
to, statements concerning estimates of expected drilling and
development wells and associated costs, statements relating to
estimates of, and increases in, production, cash flows and values,
statements relating to the continued advancement of the Company�s
projects and other statements which are not historical facts. When
used in this document, the words such as �could,� �plan,�
�estimate,� �expect,� �intend,� �may,� �potential,� �should,� and
similar expressions are forward-looking statements. Although ABC
Funding, Inc. believes that its expectations reflected in these
forward-looking statements are reasonable, such statements involve
risks and uncertainties and no assurance can be given that actual
results will be consistent with these forward-looking statements.
Important factors that could cause actual results to differ from
these forward-looking statements include the potential that the
Company�s projects will experience technological and mechanical
problems, geological conditions in the reservoir may not result in
commercial levels of oil and gas production, changes in product
prices and other risks disclosed in the Company�s Annual Report on
Form 10-KSB filed with the U.S. Securities and Exchange Commission.
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