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8-K/A Filing
Battalion Oil (BATL) 8-K/AEntry into a Material Definitive Agreement
Filed: 14 Nov 05, 12:00am
Acquisition of RAM Energy, Inc. by
Tremisis Energy Acquisition Corporation
Road Show Presentation
November 14, 2005
The attached slide show was previously filed with the Securities and Exchange Commission on November 14, 2005 as
part of Amendment No. 1 (“Amendment”) to the Current Report on Form 8-K originally filed by Tremisis Energy
Acquisition Corporation with the Securities and Exchange Commission on October 26, 2005 (“October 2005 8-K”).
Tremisis is holding presentations for certain of its stockholders, as well as other persons who might be interested in
purchasing Tremisis’ securities, regarding its merger with RAM Energy, Inc., as described in the October 2005 8-K and
Amendment. The attached slide show, as well as the October 2005 8-K and Amendment (and exhibits thereto) are being
distributed to attendees of today’s presentation.
Earlybirdcapital, Inc. (“EBC”), the managing underwriter of Tremisis’ initial public offering (“IPO”) consummated in May
2004, is assisting Tremisis in these efforts without charge, other than the reimbursement of its out-of-pocket expenses.
Tremisis and its directors and executive officers, and EBC may be deemed to be participants in the solicitation of proxies
for the special meeting of Tremisis stockholders to be held to approve the merger.
Stockholders of Tremisis and other interested persons are advised to read, when available, Tremisis’ preliminary proxy
statement and definitive proxy statement in connection with Tremisis’ solicitation of proxies for the special meeting
because these proxy statements will contain important information. Such persons can also read Tremisis’ final
prospectus, dated May 12, 2004, for a description of the security holdings of the Tremisis officers and directors and of
EBC and their respective interests in the successful consummation of this business combination. The definitive proxy
statement will be mailed to stockholders as of a record date to be established for voting on the merger. Stockholders will
also be able to obtain a copy of the definitive proxy statement, without charge, by directing a proxy statement and
definitive proxy statement, once available, and the final prospectus can also be obtained, without charge, at the
Securities and Exchange Commission’s Internet site (http://www.sec.gov).
1
RAM Energy, Inc.
Disclosure Statement
This document contains forward-looking statements within the meaning of Section
27A of the Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. All statements, other than statements of historical
fact, including, without limitation, statements regarding RAM’s financial position,
business strategy, plans and RAM’s management’s objectives and its future operations,
and industry conditions, are forward-looking statements. Although RAM believes that
the expectations reflected in such forward-looking statements are reasonable, RAM can
give no assurance that such expectations will prove to be correct. Important factors
that could cause actual results to differ materially from RAM’s expectations (“Cautionary
Statements”) include, without limitation, the actual qualities of RAM’s oil and natural gas
reserves, future production levels, future prices and demand for oil and natural gas, the
results of RAM’s future exploration and development activities, future operating and
development costs, the effect of existing and future laws and governmental regulations
(including those pertaining to the environment), the results of future financing efforts,
and the political and economic climate of the United States. All subsequent written and
oral forward-looking statements attributable to RAM, or persons acting on RAM’s behalf,
are expressly qualified in their entirety by the Cautionary Statements.
3
COMPANY CONTACTS
TREMISIS
RAM
LAWRENCE S. COBEN LARRY E. LEE
CHAIRMAN AND CEO CHAIRMAN AND CEO
ISAAC KIER
JOHN LONGMIRE
TREASURER
SR VP AND CFO
212-397-1464
918-663-2800
KATHLEEN HEANEY
INVESTOR RELATIONS
203-803-3585
4
Tremisis-RAM Merger
Transaction Overview
Tremisis and RAM to merge to create new publicly traded entity -
RAM Energy Holdings, Inc.
Tremisis to issue 25.6 mm shares to RAM shareholders
Tremisis to pay $30 mm to RAM shareholders
Total transaction value of approximately $300 mm
Tremisis shareholders will own 23% and RAM shareholders will
own 77% of outstanding common stock post merger
Tremisis will designate one member of the Board and the majority
of the Board will be independent
5
Excellent Fundamentals of Oil
& Gas Industry
Oil & Gas supply/demand fundamentals create strong pricing
environment for the foreseeable future
Limited inventory of high quality domestic drilling prospects
Drilling economics are excellent despite increasing service
costs
6
Company Highlights
Founded in 1987
Exploration and production company focused in Oklahoma,
Texas and Louisiana
Management team with significant experience
Growth through selected acquisitions, development drilling and
exploitation
Drilling success rate of 92% since 1989
7
Investment Highlights
Experienced management team with successful track record
High quality, diversified portfolio of long-lived producing assets
Large inventory of PUD drilling locations and recompletion
projects
Growth potential in emerging resource plays
Balanced growth strategy
Increased access to capital markets
Excellent fundamentals of Oil & Gas Industry
Attractive valuation
8
Valuation Overview
RAM
Peers
(5)
55.0
11.9
2.0x
$26.58
71.0
14.0
1.3x
0.57x
TEV/Reserves ($/BOE)
TEV/PV-10
Reserve Life Index(in Years)
% Proved Developed
Net Asset Value per Share
(1) Pro Forma the merger
(4)
(4) PV-10 is based on YE 2004 proved reserves and prices as reported by RAM and Peers
$15.42
$9.61
Price/NAV
(2)
(1)
not include RAM’s unproved reserves or oil and gas gathering and processing assets,
(3) Peer group estimates are based on First Call Analysts’ Consensus estimates
(5) NAV is based on PV-10% of proved reserves and pricing at September 30, 2005 and does
also does not include exercise of outstanding warrants
(3)
(2) Peers include ABP, BEXP, CRZO, CWEI, DPTR, EPEX, DGP, PLLL
9
Company Overview
10
Principal Fields
Emerging Resource Areas
Tulsa Office
Tulsa Office
Houston-District Office
Electra-Field Office
I
II
III
IV
A
B
I Electra/Burkburnett
II Egan
III Boonsville
IV Vinegarone
A Barnett Shale –
Fort Worth Basin
Reeves County, TX
B Barnett & Woodford Shale -
Areas of Interest
11
Company Highlights
Experienced management team with successful track record
19.7 MMBOE total Proved Reserves with PV-10% of $445 million
238 undrilled PUD locations and 187 recompletion projects
Stable production and long-life reserves
Operate over 89% of PV-10% proven reserve value
Significant acreage position in emerging resource areas
As of September 30, 2005
12
Investment Highlights
Experienced management team with successful track record
Senior management average experience of over 25 years
Management will have significant ownership of combined company
Significant growth in reserves, production and EBITDA
92% success rate in drilling since 1989
Completed 20 acquisitions totaling $400 mm
Technical and operating experience in a variety of geographic and
geologic areas
13
Investment Highlights
High quality, diversified portfolio of long-lived producing assets
19.7 MMBOE of Proved Reserves with PV-10% of $445 mm
Developed reserves represent 71% of total proved reserves
Reserve life index of 14 years
Operate 89% of proved reserves
Balance of oil (60%) and gas (40%)
Situated in prolific producing basins with a long history of production
and multiple pay zones
As of September 30, 2005
14
Investment Highlights
Large inventory of PUD drilling locations and recompletion
projects
Low risk infill drilling/recompletion program
238 PUD drilling locations with estimated CAPEX of $39.7 mm
187 recompletion projects with estimated CAPEX of $6.5 mm
Low finding and development costs
15
Investment Highlights
Growth potential in emerging resource plays
Barnett Shale – Fort Worth Basin
Largest and most active natural gas field in Texas
28,000 gross and 6,800 net acres, all HBP leasehold
127 horizontal drilling locations with 23%-36% WI
Operating partners: Chief Oil & Gas and EOG Resources
Current proved reserves exclude Barnett Shale potential
Barnett Shale and Woodford Shale – Reeves County, TX
Exploration play
70,000 gross and 11,000 net acres
Keys to success are horizontal drilling and fracture stimulation
Current proved reserves exclude Reeves County potential
16
Investment Highlights
Balanced growth strategy
Exploitation and development of significant inventory of projects
Accelerate development of Barnett Shale – Fort Worth Basin
Increase exploration activity in Barnett and Woodford Shale –
Reeves County
Pursue selected acquisition opportunities
Strategy allows the Company to adjust quickly and
capitalize on economic conditions
17
Investment Highlights
Increased access to capital markets
Acceleration of $85 mm CAPEX drilling/recompletion program
Refinance long term debt with new credit facility, providing
additional liquidity
Opportunistically access equity markets to improve balance sheet
Warrants provide potential additional equity (approximately $63 mm)
18
Property Overview
Stable production and long-life reserves
Oil and gas fields with multiple pay zones
Low-cost development projects
Operate over 89% of reserve value
Substantial emerging resource position
19
Proved Reserves
126
568
5.8
Undeveloped
$445
$1,174
19.7
Total Proved
319
606
13.9
Developed
SEC Pricing: Oil=$63.62/BBl Gas=$12.70/MCF
PV-10%
$MM
FNR
$MM
MMBOE
As of September 30, 2005
20
Proved Reserves Overview
Total Proved Reserves: 19.7 MMBOE
71%
29%
Developed
PUD
60%
40%
Oil
Natural Gas & NGL’s
As of September 30, 2005
21
Proven Reserves and
Production
(2)
(1)
(2)
(1) Results are affected by acquisitions and dispositions during each of the periods
(2) As of September 30, 2005
(1)
(1)
22
RAM Proved Reserve Summary
2004
2005
Beginning reserves (MMBOE)
Production
Property Sales
Additions & Revisions
Ending reserves (MMBOE)
Finding Costs Per BOE
As of September 30, 2005
8.1
19.1
(1.0)
13.7
1.8
19.1
19.7
$6.50
$6.04
(2.0)
(0.2)
(0.5)
23
Drilling Success Rate
0
Dry Holes……….
4
4
Currently Drilling
or Completing…
450
52
Total………………
Success Ratio…..
410
48
36
Producers………
Drilling Results
(2) Excluding wells in progress
(1) Since 1989 through September 30, 2005
(1)
(2)
Total
Wells
FY2005
Wells
92%
100%
24
Drilling / Recompletion Projects
25
As of September 30, 2005
$ in millions
Proved Reserves
Projects
Future
Capital
PUD Locations
238
$39.7
Recompletions
187
$6.5
Total Proved
425
$46.2
Barnett Shale Locations
127
$38.8
Total Projects
552
$85.0
Principal Fields
84%
84%
Percent of total Proved Reserves
$34.4
$374.4
1.2
16.2
Vinegarone
Total
$56.6
1.3
Egan
$60.2
3.2
Boonsville
As of September 30, 2005
PV-10%
MMBOE
Property:
$223.2
10.5
Electra/Burkburnett
$ in millions
26
Summary Financial and
Operating Data
$ 27.7
$ 5.1
$ 9.1
EBITDA
1,033
504
685
Production(MBOE)
$ 48.3
$ 17.7
$ 20.5
Oil & Gas Revenue
YTD
Ended
9/30/05
2004
2003
$ In Millions
* Results are affected by acquisitions and dispositions during each of the periods.
27
Investment Highlights
Experienced management team with successful track record
High quality, diversified portfolio of long-lived producing assets
Large inventory of PUD drilling locations and recompletion
projects
Growth potential in emerging resource plays
Balanced growth strategy
Increased access to capital markets
Excellent fundamentals of Oil & Gas Industry
Attractive valuation
28
Appendix
I.
Principal Fields
II.
Emerging Resource Areas
III.
Officers and Management
IV.
Hedging Positions
V.
Glossary of Terms
29
I. Principal Fields
Electra/Burkburnett Area, Wichita and Wilbarger
Counties, Texas
Egan Field, Acadia Parish, Louisiana
Boonsville Area, Jack and Wise Counties, Texas
Vinegarone Field, Val Verde County, Texas
30
Electra/Burkburnett Area, Wichita and
Wilbarger Counties,Texas
Proved reserves of 10,540 MBOE
PV-10% = $223.2 million
Net monthly production of over 56,000
BOE from 490 producers
209 identified PUD drilling locations
100% WI ownership & operational
control
Gas plant and gathering system
As of September 30, 2005
31
Egan Field, Acadia Parish, Louisiana
Proved reserves of 1,712 MBOE
PV-10% = $56.6 million
Net monthly production of over
8,000 BOE from 11 producers
Multizone recompletion
potential in 10 existing
wellbores
Operating and ownership
control of field
Seismic analysis may lead to
future drilling opportunities
As of September 30, 2005
32
Boonsville Area, Jack and Wise Counties, Texas
Proved reserves of 3,171
MBOE
PV-10% = $60.2 million
Net monthly production of
over 19,000 BOE from 89
producers
22 identified drilling
locations and numerous
low-cost workovers
Operating control of 88
producing wells
Producing wells hold
Barnett Shale rights
25 miles of gas gathering
system
As of September 30, 2005
33
Vinegarone Field, Val Verde County, Texas
Proved reserves of 1,186 MBOE
PV-10% = $34.4 million
Net monthly production of over
6,500 BOE from 7 non-operated
producers
7 identified infill wells to be
drilled
Long-lived natural gas field
As of September 30, 2005
34
II. Emerging Resource Areas
Barnett Shale - Fort Worth Basin, Jack and Wise
Counties, Texas
Barnett and Woodford Shale -Exploration Project,
Reeves County, Texas
35
Core
Tier 1
Tier 2
Emerging Resource Area - Barnett Shale
Industry
1.1 Bcfed from over 3,600 wells
Wells: 4,000’ – 11,000’;
$400 M - $2,600 M
Major activity focused on Denton,
Wise, Tarrant, Johnson and
Parker counties
Gas production established in
Hood, Jack, Erath and Palo
Pinto counties
Map Source: Pickering Energy Partners
Fort Worth Basin
36
Barnett Shale, Jack and Wise Counties, Texas
RAM Acreage
Located in the largest natural gas
field in Texas
Own WI ranging from 23-36% in
nearly 28,000 gross acres lying
within a 43 square mile area
127 locations identified for
horizontal drilling on HBP
leasehold
Over 80% of the acreage lies in
“core” area*
Commercial production on this
acreage has been confirmed by
multi-well drilling
Current proved reserves exclude
any Barnett Shale potential
Core
Tier 1
Tier 2
*Per Pickering Energy Partners, Inc. October 2005
titled “The Barnett Shale, Visitors Guide to the Hottest
Gas Play in the US”
37
Barnett Shale and Woodford Shale, Exploration
Project, Reeves County, Texas
RAM Acreage
Exploration play - 70,000 gross
acres (11,000 net)
Estimated thickness of the Barnett
is between 400’-700’ and the
Woodford varies from 200’-400’
Capital risk minimized through
third-party drilling commitments
to earn farmout agreements
Participating interests range from
6.25-18.75%
Keys to success are horizontal
drilling and fracture stimulation
38
28 Years
16 Years
Production Accounting Manager
Forrest Fischer
4 Years
4 Years
Product Marketing Manager
Brandon Lee
34 Years
8 Years
Operations Engineer
Mike Kaiser
20 Years
5 Years
Senior Reservoir Engineer
Ronald Strawser
33 Years
7 Years
Reservoir Engineering Manager
Sherman Hyatt
33 Years
8 Years
Operations Manager
John Frick
Engineering &
Operations:
29 Years
6 Months
Vice President Finance
John Cox
28 Years
16 Years
Sr. Vice President, Land & Exploration
Drake Smiley
32 Years
15 Years
Sr. Vice President, CFO
John Longmire
37 Years
16 Years
Sr. Vice President, Operations
Larry Rampey
30 Years
22 Years
Chairman, CEO
Larry Lee
Officers:
INDUSTRY
EXPERIENCE
RAM
EXPERIENCE
TITLE
NAME
III. Officers and Management
39
*Consultant to RAM
27 Years
11 Years
Average Experience
30 Years
16 Years
Drilling/Completion Supervisor
Dennis Pratt
20 Years
13 Years
Drilling/Completion Supervisor
Gary Gibson
20 Years
13 Years
Drilling/Completion Supervisor
Mark Newton
31 Years
16 Years
Electra Operations Manager
Jacky Simmons
Field Operations:
28 Years
6 Years
Senior Geologist
Rick Erickson*
26 Years
1 Year
Senior Geologist
Manny Redifer
25 Years
8 Years
Land Manager
Tully Davis
Land and Geology:
INDUSTRY
EXPERIENCE
RAM
EXPERIENCE
TITLE
NAME
III. Officers and Management
40
IV. Hedging Positions
As of September 30, 2005
41
Year
per day
Price
per day
Price
per day
Price
per day
Price
2005
1,500
$40.00
500
$46.00
6,000
$6.00
6,000
$8.47
2006
1,750
$42.15
1,500
$60.56
5,247
$6.23
5,247
$8.60
2007
1,000
$35.00
1,000
$69.74
1,233
$7.00
1,233
$11.95
2005
500
$55.75
-
-
2006
-
-
5,000
$9.50
Secondary Floors
Secondary Floors
Crude Oil (Bbls)
Natural Gas (Mmbtu)
Primary Floors
Ceilings
Floors
Ceilings
Natural gas floors and ceilings for 2007 are for January through March and natural gas secondary floors for
2006 are for April through October.
BOE - Barrel of Oil Equivalent
BOE is comprised of the following product types:
Oil: 1 barrel = 1 BOE NGL: 42 gallons = 1 BOE Natural Gas: 6 Mcf’s = 1 BOE
Mcf –Million cubic feet
NGL - Natural Gas Liquids
MBOE – Thousand Barrels of Oil Equivalent
MMBOE – Million Barrels of Oil Equivalent
FNR – Future net revenue is the net cash flow over the life of the reserves
PV-10% - Present value of Future Net Revenue less severance taxes and operating cost discounted at 10%
PDP -Proved developed reserves of oil and gas that can be expected to be recovered through existing
equipment and operating methods
PUD -Proved undeveloped reserves of oil and gas are reserves that are expected to be recovered from new
wells on undrilled acreage, or from existing wells where a relatively major expenditure is required for
recompletion
HBP – Held by production extends the lease beyond its primary term and in most cases has a currently
producing well on the lease
PF – Pro Forma
WI -Working Interest is theinterest owned in an oil and gas lease
Reserve Life Index – total volume of proved reserves divided by current year’s production
V. Glossary of Terms
42