blue rock energy capital at spe dallas 2-10-10
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February 10, 2010February 10, 2010
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II m a digital explorerm a digital explorer
stuck in analog roamstuck in analog roam
--Jimmy Buffett,Jimmy Buffett, EverybodyEverybodys On The Phones On The Phone
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EveryoneEveryones connecteds connected
but all alonebut all alone..
--Jimmy Buffett,Jimmy Buffett, EverybodyEverybodys On The Phones On The Phone
Thanks for supporting SPE Local Section MeetingsThanks for supporting SPE Local Section Meetings
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WHO WE ARE
The BlueRock partners have been investing together since 1993.
Tenneco Ventures Start-Up 1993-1996
Domain Energy IPO 1996-1998
Range Resources Merger 1998-2002
BlackRock Energy Capital Start-Up 2002-2007
BlueRock Energy Capital Name Change 2007
BlueRock Energy Capital II Start-Up June 2009
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WHO WE ARE
Cathy Sliva
Dave Stevens
Allen Shook
Scott Abel
Lucynda Herrin
Petroleum Engineer
Geologist / MBA
Petroleum Engineer / MBA
Petroleum Engineer
CPA
Texas A&M
LSU / U of H
UT / U of H
Texas A&M
Florida State
Over the past 17 years, BlueRock and its predecessors have completed
over 300 transactions for more than $300 million.
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R
I
S
K
R E W A R D
Proved
Producing
Portion
ofReserveBase
100%
0%
PrimeRate
(L+2%)
LowTeens
25%+
Banks/SeniorDebt
Mez
zanine
Private Equityand
Industry
FINAN
CE/INVE
ST
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MEZZANINE FINANCING
Websters Definition:
Mezzanine - French word meaning middle
- an intermediate story that projects in the form of balcony
Industry Definition:
Mezzanine -Anything Between Bank Debt and Equity
- VPPs, FPPs, stretch loans, project loans, etc.
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MEZZANINE REQUIREMENTS
PDPs as base collateral Lots of upside
Experienced/focused management
Back office expertise
Well defined project
Internal and 3rd party engineering
Hydrocarbons hedged
Audited financials Monthly reporting
Performance covenants
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MEZZANINE FINANCING TYPICAL DEAL STRUCTURE
Senior secured, non-recourse loan with coupon rate ranging from 10% to 13
Equity kicker in the form of an ORRI (4% to 5%) and an NPI ranging from
10% to 50%, or warrants
Rate of Return criteria (10% - 25%)
Generally $10 million and above
Limited or non-recourse
Acquisitions, Development, Monetizations, Re-Capitalization
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MEZZANINE LENDERS
BlueRock
GasRock
Macquarie
NGP Capital
PetroBridge
TCW
Wells Fargo
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WHERE INDEPENDENTS GET THEIR START
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WHAT WE DO
CAPITAL Reserve based investments,up to $5 million per initial project
PURPOSE Acquisitions, Development,Monetizations
STRUCTURE Financial Production Payment,(limited term ORRI)
LOCATION Anywhere in the U.S.A.
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DEAL STRUCTURE
VEHICLE Term ORRI equal to 85%-90%of net cash flow
TERMINATION At specified rate of return
EQUITY KICKER 1%-3% permanent ORRI
RATE OF RETURN 15%-20% (without perm. ORRI)
LENGTH up to 6 years
OPERATIONS producer maintains
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20
40
60
80
100
120
0 2 4 6 8 10 12
Year
DEAL EXAMPLE, EFFECTS OF PRICE / PRODUCTION CHANGES
Lease Operating Expenses
Royalties
BlueRockOwnership
Owner Profit
Production increase
10 yr. PV0 = Max.
Advance Rate
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DEAL MATH (example)
ASSUMPTIONS: 150 bopd$50 oil$65,000 per month LOE100% WI, 80% NRISeverance Tax = 4.6%30.4 days per month
1. (150 bopd x 30.4 x $50 x 80% x 95.4%) = $174,010 monthly revenue
2. ($65,000 LOE / $174,010 revenue) = 37% of revenue
3. 37% + 10% cushion = 47% of 80% NRI = 38% NRI to Producer
4. 53% of 80% NRI = 42% ORRI to BlueRock
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ADVANTAGES AND DIFFERENTIATION
More capital than a bank (risking, price decks) Non-Recourse no personal or corporate guarantees Producer retains upside Small deal size (up to $5 million)
No 3rd party engineering required Hedging not required Minimal closing costs, no hidden fees Simple deal structure and documentation
Were E&P professionals who understand your business
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THE IDEAL CUSTOMER
Experienced Operator
Specific Focus
Area, Trend, Niche
Administrative expertise, processes
Uncomplicated Corporate structure
Integrity
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INFORMATION REQUIREMENTS
Letter of Intent if acquisition (a deal in hand) Property and deal description, The Story Internal engineering/economic evaluation of properties Use of proceeds
Production history, decline curves, state reports Purchase statements, prior 12 months Lease Operating Expense history, prior 24 months Company financial statements
Resumes and References
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True StartTrue Start--Ups a problem, unless all overheadUps a problem, unless all overheadcovered from other sourcescovered from other sources
New PartnersNew Partnersgood and badgood and bad
Financing into a New AreaFinancing into a New Areajust another layerjust another layerof risk, and already plenty of risk in oil/gasof risk, and already plenty of risk in oil/gasfinancingfinancing
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CAsCAs,, NDAsNDAs at first meeting a big turnat first meeting a big turn--offoff extraordinaryextraordinaryopportunityopportunity yea right (should not be in engineeryea right (should not be in engineerss vocabvocab))
Initial Package can be short and simple, but needs to reflectInitial Package can be short and simple, but needs to reflectunderstanding and respectful of lenderunderstanding and respectful of lenders needs (sees needs (seeextraordinaryextraordinary above)above)
Always have internal engineering with historical and projectedAlways have internal engineering with historical and projectedcashflowscashflows ready, solid backup data in userready, solid backup data in user--friendly formatfriendly format
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Focus on current production (PDP) FIRST, THEN UpsideFocus on current production (PDP) FIRST, THEN Upside
Use brokers/agents, Inv. Bankers, etc. cautiouslyUse brokers/agents, Inv. Bankers, etc. cautiouslyeducateeducateand then trust yourselfand then trust yourself
Understand how NPV, IRR is calculatedUnderstand how NPV, IRR is calculated
Use a range of price decks, ridiculously high is ok, as long asUse a range of price decks, ridiculously high is ok, as long asalso have a ridiculously low and midalso have a ridiculously low and mid--range deckrange deck
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Finance guys are really smart too (seeFinance guys are really smart too (see
extraordinaryextraordinary above), most in our business have aabove), most in our business have a
technical background, or have been intechnical background, or have been in o/go/g longlongenough to understand basic engineering and geologyenough to understand basic engineering and geology
most are also friendly, helpful, and understanding,most are also friendly, helpful, and understanding,
butbut..
Trend towardTrend toward Nervous NedNervous Ned and notand not Proud PeteProud Pete
confident but cautiousconfident but cautious
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..NEVER EVER go to a meeting at with a..NEVER EVER go to a meeting at with a
finance shop, bank, mezzanine lender etcfinance shop, bank, mezzanine lender etc
WITHOUT :WITHOUT :
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BLUEROCK CONTACTS
Cathy Dave Scott Allen
Sliva Stevens Abel Shook
Phone 281-376-0111, ext. 303
www.bluerockenergycapital.com
20445 State Highway 249Three Chasewood Park, Suite 160
Houston, TX 77070
http://uerockenergycapi/http://www.bl/