ULTRA PETROLEUM CORP. (OTCMKTS:UPLMQ) Files An 8-K Regulation FD Disclosure
Item 7.01.
| Regulation FD Disclosure. |
As previously disclosed, on April 29, 2016, Ultra Petroleum Corp.
(the Company) and each of its subsidiaries, including
Keystone Gas Gathering, LLC, Ultra Resources, Inc., Ultra
Wyoming, Inc., Ultra Wyoming LGS, LLC, UP Energy Corporation, UPL
Pinedale, LLC, and UPL Three Rivers Holdings, LLC (collectively,
with the Company, the Ultra Entities), filed voluntary
petitions for reorganization under Chapter 11 of the United
States Bankruptcy Code in the United States Bankruptcy Court for
the Southern District of Texas (the Bankruptcy Court). The
Ultra Entities Chapter 11 cases are being jointly administered
under the caption In re Ultra Petroleum Corp., et al,
Case No. 16-32202 (MI).
On February 13, 2017, the Ultra Entities filed with the
Bankruptcy Court updated versions of The Debtors Second
Amended Joint Chapter 11 Plan of Reorganization (as it may
be amended, modified or supplemented from time to time, the
Plan of Reorganization).
As previously disclosed, on February 8, 2017, the Ultra Entities
obtained a commitment letter from Barclays Bank PLC (including
any of its affiliates that may perform thereunder,
Barclays) to which, in connection with the Plan of
Reorganization, Barclays has agreed to provide Ultra Resources,
Inc. (OpCo) with secured and unsecured financing in an
aggregate amount of up to $2.4 billion (the Exit
Financing), including a proposed senior secured first lien
revolving credit facility in an aggregate amount of $400.0
million (the Credit Facility).
In connection with presentations to prospective lenders for the
Exit Financing, the Company is disclosing the following
information:
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The proposed Credit Facility is expected to include a provision that will require OpCo, within 60 days of the closing of the Credit Facility, to enter into hedging agreements with one or more approved counterparties that have notional volumes of not less than fifty percent (50%) of the projected volume of OpCos and its restricted subsidiaries total proved developed producing reserves for a period beginning on the date that is sixty (60) days following the closing date and ending on the first anniversary of the closing date. |
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Certain oil and gas reserve estimates for the Ultra Entities that Barclays and OpCo plan to provide in connection with the Exit Financing as set forth on Exhibit 99.1 attached hereto. |
Please note: the Securities and Exchange Commission (the
SEC) permits oil and gas companies, in their filings with
the SEC, to disclose only proved, probable and possible oil and
gas reserves that meet the SECs definitions for such terms. In
Exhibit 99.1, the Company uses estimates that are not
permitted to be disclosed in SEC filings, including items
designated as Adjusted PDP Reserves and Total Adjusted Proved
Reserves and Adjusted PV-10 and/or that bear similar or related
descriptions. These estimates: (i) do not represent and are not
intended to represent proved oil and gas reserves or any other
category of reserves based on SEC definitions; (ii) do not comply
with guidelines established by the American Institute of
Certified Public Accountants regarding forecasts of oil and gas
reserve estimates; and (iii) are more speculative, by their
nature, than estimates of proved, probable and possible reserves
disclosed in SEC filings and, accordingly, are subject to
substantially greater uncertainty of being actually realized.
Please further note: in some instances herein, items presenting
estimated volumes of oil and gas and designated as Adjusted PDP
Reserves or Total Adjusted Proved Reserves and/or that bear
similar or related descriptions include and take into account
undrilled locations that: (1) are available for development in
the future and (2) in the opinion of the Companys reservoir
engineers, meet and satisfy all of the technical requirements
related to geoscience and engineering data for such locations to
qualify as undeveloped oil and gas reserves (based on the SEC
definition in Regulation S-X) but (3)
fail to meet other requirements of the SEC definitions in
Regulation S-X for reporting as SEC proved reserves, including
lack of reasonable certainty by the Company as to its financial
ability to execute a future development plan and/or its ability
to drill a future location within five years due to uncertainty
regarding the Companys ability to continue as a going concern. In
addition, please also note that items in Exhibit 99.1 that
present an Adjusted PV-10 value and/or that bear similar or
related descriptions attributable to the estimates regarding the
Companys oil and gas properties disclosed in Exhibit 99.1
were calculated or determined using forward-looking, future strip
prices for crude oil, natural gas liquids and natural gas at
December 30, 2016 and do not represent and are not intended to
represent the PV-10 value that would be attributable to such
items if such items were calculated based on applicable SEC
requirements, which are based on backward-looking, historical
pricing.
In addition, the information disclosed in this report and on the
attached exhibit does not present and does not purport to present
the estimated value of any of the Ultra Entities or of any of the
oil and gas properties owned by any of the Ultra Entities,
whether in accordance with U.S. generally accepted accounting
principles or otherwise. The information in Exhibit 99.1
should not be relied upon as presenting any such value. None of
the Ultra Entities nor any of their representatives undertakes
any obligation to publicly update or correct any of the
projections, forecasts, estimates or other information included
in the attached exhibits, even if any or all of the assumptions
underlying such projections, forecasts, estimates or other
information prove to have been incorrect.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking
statements within the meaning of the federal securities laws. The
opinions, forecasts, projections or other statements, other than
statements of historical fact, are forward-looking statements.
Although the Company believes that the expectations reflected in
such forward-looking statements are reasonable, the Company can
give no assurance that such expectations will prove to have been
correct, and actual results may differ materially from those
projected. For example, as noted in the Companys quarterly and
annual SEC filings beginning with its Form 10-K for fiscal year
ended December 31, 2015, substantial doubt existed, and is
expected to continue to exist until the Company emerges from
chapter 11, about the Companys ability to continue as a going
concern. As a result, because the Company was thus unable to
satisfy the component of the proved oil and gas reserves
definitions in Regulation S-X requiring reasonable certainty as
to its future development plan, the Company did not report
locations it intended to drill in the future as undeveloped oil
and gas reserves (based on the SEC definition in Regulation S-X).
However, the Company continued, in 2016, and continues, in 2017,
to schedule and drill undrilled locations that could have been
reported as undeveloped oil and gas reserves based on the
technical requirements related to geoscience and engineering data
in the SEC definitions. The information included in Exhibit 99.1
reflects the Companys plan to continue to drill future locations
that are not reported as undeveloped oil and gas reserves in its
year-end SEC reserve report at December 31, 2016 (or at December
31, 2015).
The information included in this Current Report on Form 8-K,
including the information presented under Items 7.01 and 9.01 and
the information on Exhibit 99.1, is being furnished and
shall not be deemed filed for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended (the Exchange
Act), or otherwise subject to liabilities of that Section,
unless in the future the registrant specifically states that the
information is to be considered filed under the Exchange Act or
incorporates it by reference into a filing under the Exchange Act
or the Securities Act of 1933, as amended.
| Section 9. | Financial Statements and Exhibits |
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit No. | Description | ||
| 99.1 | Certain Adjusted Oil and Gas Reserve Estimates |
About ULTRA PETROLEUM CORP. (OTCMKTS:UPLMQ)
Ultra Petroleum Corp. is an independent oil and gas company. The Company is engaged in the development, production, operation, exploration and acquisition of oil and natural gas properties. The Company operates in natural gas and oil exploration and development industry, with geographical segment, the United States. It owns oil and natural gas leases in Wyoming, Utah and Pennsylvania. In Colorado, the Company owns oil and natural gas leases, as well as fee oil and gas rights. The Company focuses on developing its natural gas reserves in the Green River Basin of southwest Wyoming, the Pinedale and Jonah fields; its oil reserves in the Uinta Basin in Utah, and its natural gas reserves in the Appalachian Basin of Pennsylvania. The Company owns interests in approximately 104,000 gross (approximately 68,000 net) acres in Wyoming covering approximately 190 square miles. ULTRA PETROLEUM CORP. (OTCMKTS:UPLMQ) Recent Trading Information
ULTRA PETROLEUM CORP. (OTCMKTS:UPLMQ) closed its last trading session 00.00 at 6.90 with 16,184,089 shares trading hands.