Delphi Energy Corp. ("Delphi" or the "Company") announces that it has obtained an order from the Court of Queen's Bench of Alberta (the "Court") granted in Delphi's proceedings under the Companies' Creditors Arrangement Act (the "CCAA") extending the stay period provided by the amended and restated initial order to May 22, 2020.
Delphi reports that Luminus Energy IE Designated Activity Company, an affiliate of a pooled investment vehicle of Luminus Management, LLC ("Luminus"), has purchased and taken an assignment of all of the rights of Delphi's first lien senior secured lenders, ATB Financial (as administrative agent), Bank of Montreal and The Bank of Nova Scotia (together the "Senior Lenders"), under Delphi's credit facilities. Luminus is a related party of Delphi which, through one or more of its pooled investment vehicles or affiliates thereof, holds 14,065,138 common shares, representing approximately 57% of Delphi's outstanding common shares, and approximately $58.7 million principal amount of Delphi's second lien senior secured notes, representing approximately 49% of the outstanding second lien senior secured notes.
On April 24, 2020, Delphi received notice of the Senior Lenders' intent to exercise their right to terminate the commodity swap contracts held by the Company, in aggregate totaling $17.19 million. The proceeds were used to reduce the $31.8 million owed to the Senior Lenders.
"We view this as a very positive step forward in pursuit of an acceptable and timely solution for the remaining stakeholders, given the stated objective of certain members of the Senior Lending Syndicate to terminate the relationship with the Company", said David Reid, President and Chief Executive Officer of the Company. "We now look forward to accelerating the process".
The extension of the stay period to May 22, 2020 is expected to allow for interim financing for the Company to be negotiated and finalized, for a claims process to be prepared, and for the Company, in consultation with Luminus and the monitor in the CCAA proceedings, to continue its restructuring efforts. As part of this process, the Company plans to pursue programs recently announced by the Federal and Provincial Governments in conjunction with the Business Development Canada and Export Development Canada to expand credit support for at-risk small and medium-sized energy companies.
The Company also intends to pursue well abandonment funding from the Federal and Provincial Government programs, to continue to reduce its well abandonment obligations. Delphi has actively managed its abandonment obligations with an ARO of approximately $23.55 million as at March 31, 2020 and continues to have one of the strongest LLR ratings in industry at 9.91.
Delphi continues to be impressed with the results of the three new wells drilled and completed in the first quarter of 2020. The 03-30-59-23 W5M ("03-30") has achieved a first 30 day production rate ("IP30") of 1.9 million cubic feet per day ("mmcf/d") of sales gas, and 1,010 barrels per day ("bbl/d") of field condensate, for a total production rate of approximately 1,410 barrels of oil equivalent per day ("boe/d") including natural gas liquids ("NGL"). The second well has produced intermittently to restrict corporate production during this period of low oil prices. Over 18 days, the 13-12-60-24 W5M ("13-12") well has averaged 2.9 mmcf/d of sales gas and 1,400 bbl/d of field condensate for a total production rate of approximately 2,000 boe/d, including NGLs. The third well at 14-12-60-24 W5M ("14-12") remains shut-in. Given the current low oil prices and the termination of the hedging contracts by the Senior Lenders, the Company will continue to restrict production to fulfill only short term contractual delivery obligations. During the month of April, corporate production averaged approximately 7,100 boe/d (49 percent field condensate and NGLs).
Update on Continuous Disclosure Filings
Further to Delphi's previously announced decision to postpone its annual general meeting of shareholders to a later date in 2020, Delphi intends to rely on the temporary blanket relief provided by the Canadian Securities Administrators (including the exemptive relief contained in Alberta Securities Commission Blanket Order 51-518 - Temporary Exemptions from Certain Requirements to File or Send Securityholder Materials) to postpone the filing of its executive compensation disclosure required under applicable securities laws until such time as it is filed and delivered to shareholders as part of Delphi's information circular relating to its 2020 annual general meeting of shareholders.
Delphi announces that it also intends to rely on exemptive relief granted by Canadian securities regulatory authorities that allows it to delay the filing of its interim financial report for the interim period ended March 31, 2020 as required by section 4.4 of National Instrument 51-102 and related management's discussion & analysis as required by subsection 5.1(2) of National Instrument 51-102 (collectively, the "Q1 Filings") and estimates that the Q1 Filings will be available for filing on or before June 29, 2020. Until such time as these filings are made, Delphi's management and other insiders are subject to a trading blackout that reflects the principles contained in section 9 of National Policy 11-207 - Failure-to-File Cease Trade Orders and Revocations in Multiple Jurisdictions. Except as previously announced by Delphi in connection with the CCAA proceedings, there have been no material business developments since the date of Delphi's audited consolidated financial statements for the years ended December 31, 2019 and 2018 that were filed on March 12, 2020, a copy of which is available on SEDAR at www.sedar.com.
Delphi and certain of its subsidiaries were granted an initial order and protection under the CCAA on April 14, 2020. PricewaterhouseCoopers Inc. has been appointed by the Court as monitor in the CCAA proceedings. Materials publicly filed in the CCAA proceedings, including copies of the initial order of the Court, are available on the monitor's website at http://www.pwc.com/ca/delphi. Delphi will continue to provide updates regarding its restructuring as developments warrant.
About Delphi Energy Corp.
Delphi Energy Corp. is an industry-leading producer of liquids-rich natural gas. The Company has achieved top decile results through the development of our high quality Montney property, uniquely positioned in the Deep Basin of Bigstone, in northwest Alberta. Delphi continues to outperform key industry players by improving operational efficiencies and growing our dominant Bigstone land position in this world-class play. Delphi is headquartered in Calgary, Alberta.
FOR FURTHER INFORMATION PLEASE CONTACT:
DELPHI ENERGY CORP.
2300 - 333 - 7 Avenue S.W.
Telephone: (403) 265-6171 Facsimile: (403) 265-6207
Email: email@example.com Website: www.delphienergy.ca
DAVID J. REID
President & CEO
Forward-Looking Statements. This news release contains forward-looking statements and forward-looking information within the meaning of applicable Canadian securities laws. These statements relate to future events or the Company's future performance and are based upon the Company's internal assumptions and expectations. All statements other than statements of present or historical fact are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of any of the words "expect", "anticipate", "continue", "estimate", "may", "will", "should", "believe", "intends", "forecast", "plans", "guidance", "budget" and similar expressions.
More particularly and without limitation, this release contains forward-looking statements and information relating to the ability of the Company to negotiate and finalize interim financing, prepare a claims process and continue its restructuring process, and the timing thereof, the Company's plans to pursue programs intended to expand credit support for at-risk small and medium-sized energy companies and its eligibility to participate in such programs, the Company's plans to pursue well abandonment funding and its ability to continue to reduce its well abandonment obligations, the Company's intention to continue to restrict production to fulfill only short term contractual delivery obligations, and the expected filing date for Delphi's executive compensation disclosure and Q1 Filings. The forward-looking statements and information contained in this release are based on certain key expectations and assumptions made by Delphi. The following are certain material assumptions on which the forward-looking statements and information contained in this release are based: the ability of the Company to operate in the ordinary course during the CCAA proceedings, including with respect to satisfying obligations to service providers, suppliers, contractors and employees; the ability of the Company to continue as a going concern; the Company's future liquidity position, and access to capital, to fund ongoing operations and obligations; the ability of the Company to stabilize its business and financial condition; the ability of the Company to implement and successfully achieve its business priorities; the ability of the Company to comply with its contractual obligations, including, without limitation, its obligations under debt arrangements; the general regulatory environment in which the Company operates; the tax treatment of the Company and the materiality of any legal and regulatory proceedings; the stability of the global and national economic environment, the stability of and commercial acceptability of tax, royalty and regulatory regimes applicable to Delphi, exploitation and development activities being consistent with management's expectations, production levels of Delphi being consistent with management's expectations, the absence of significant project delays, the stability of oil and gas prices, the absence of significant fluctuations in foreign exchange rates and interest rates, the stability of costs of oil and gas development and production in Western Canada, including operating costs, the timing and size of development plans and capital expenditures, availability of third party infrastructure for transportation, processing or marketing of oil and natural gas volumes, prices and availability of oilfield services and equipment being consistent with management's expectations, the availability of, and competition for, among other things, pipeline capacity, skilled personnel and drilling and related services and equipment, results of development and exploitation activities that are consistent with management's expectations, weather affecting Delphi's ability to develop and produce as expected, contracted parties providing goods and services on the agreed timeframes, Delphi's ability to manage environmental risks and hazards and the cost of complying with environmental regulations, the accuracy of operating cost estimates, the accurate estimation of oil and gas reserves, future exploitation, development and production results and Delphi's ability to market oil and natural gas successfully to current and new customers. Additionally, estimates as to expected average annual production rates assume that no unexpected outages occur in the infrastructure that the Company relies on to produce its wells, that existing wells continue to meet production expectations and any future wells scheduled to come on in the coming year meet timing and production expectations.
Although the Company believes that the expectations reflected in such forward-looking statements and information are reasonable, it can give no assurance that such expectations will prove to be correct and such forward-looking statements should not be unduly relied upon. Since forward-looking statements and information address future events and conditions, by their very nature they involve inherent known and unknown risks and uncertainties. Delphi's actual results, performance or achievements could differ materially from those expressed in, or implied by, these forward-looking statements and, accordingly, no assurance can be given that any of the events anticipated by the forward-looking statements will transpire or occur, or if any of them do so, what benefits Delphi will derive therefrom. Should one or more of these risks or uncertainties materialize, or should assumptions underlying forward-looking statements prove incorrect, actual results may vary materially from those currently anticipated due to a number of factors and risks. These include, but are not limited to, the risks associated with the oil and gas industry in general such as operational risks in development, exploration and production, delays or changes in plans with respect to exploration or development projects or capital expenditures, the uncertainty of estimates and projections relating to production rates, costs and expenses, commodity price and exchange rate fluctuations, marketing and transportation, environmental risks, competition from others for scarce resources, the ability to access sufficient capital from internal and external sources, changes in governmental regulation of the oil and gas industry and changes in tax, royalty and environmental legislation. Additional information on these and other factors that could affect the Company's operations or financial results are included in the Company's most recent Annual Information Form and other reports on file with the applicable securities regulatory authorities and may be accessed through the SEDAR website (www.sedar.com).
Basis of Presentation. For the purpose of reporting production information, reserves and calculating unit prices and costs, natural gas volumes have been converted to a barrel of oil equivalent (boe) using six thousand cubic feet equal to one barrel. A boe conversion ratio of 6:1 is based upon an energy equivalency conversion method primarily applicable at the burner tip and does not represent a value equivalency at the wellhead. This conversion conforms to the Canadian Securities Administrators' National Instrument 51-101 when boes are disclosed. Boes may be misleading, particularly if used in isolation. As per CSA Staff Notice 51-327 initial test results and initial production performance should be considered preliminary data and such data is not necessarily indicative of long-term performance or of ultimate recovery.
Readers are cautioned that the foregoing list of factors is not exhaustive. Furthermore, the forward-looking statements contained in this release are made as of the date of this release for the purpose of providing the readers with the Company's expectations for the coming year. The forward-looking statements and information may not be appropriate for other purposes. Delphi undertakes no obligation to update publicly or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws. The forward-looking statements contained in this release are expressly qualified in their entirety by this cautionary statement.