This week’s buyers: Sanchez, Enerflex, Atlas, Cimarex, UGI, and Trilantic

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Sanchez Energy buys acreage in the Eagle Ford Shale – 30 June.

Sanchez Energy Corporation (NYSE: SN) has closed the acquisition of Eagle Ford Shale assets from wholly-owned subsidiaries of Royal Dutch Shell plc with an effective date of January 1, 2014. Including the approximate $51.1 million deposit previously paid, total consideration for the acquisition was approximately $553.5 million, comprised of the $639 million purchase price less approximately $85.5 million in normal and customary closing adjustments. The final purchase price is subject to further customary post-closing adjustments. The transaction was funded from cash on hand from a portion of the net proceeds from our previously issued $850 million senior unsecured 6.125% notes due 2023.

Sanchez Energy separately announced today the closing of its Second Amended and Restated $1.5 billion Credit Agreement, dated as of June 30, 2014, with an elected, available, commitment amount of $425 million. There are no outstanding loans under the amended credit facility.

Tony Sanchez, III, President and Chief Executive Officer of Sanchez Energy, said: “This strategic acquisition adds significant reserves, production and future resource potential in an area of the Eagle Ford Shale where we have demonstrated an ability to rapidly assimilate and efficiently develop acquired properties. We believe that our recently completed equity and notes capital raises along with our new bank credit facility will leave us in a financial position of considerable strength to execute our plans.”

Enerflex buys Axip – 30 June.

Enerflex Ltd. (TSX:EFX) has completed its previously announced acquisition of the international contract compression and processing business, as well as the aftermarket services business of Axip Energy Services for approximately US$430 million in cash.

Axip is a leading provider of global energy services with operations in Mexico, South America, South-East Asia, and the Middle East. Key energy infrastructure assets acquired by Enerflex include a 448 unit compression fleet totalling approximately 285,000 horsepower, running at current utilisation levels above 90% and having an average fleet age of about 5.5 years. As well, the acquired assets include gas treating facilities in Mexico, Argentina, and Peru. All 173 employees and all members of senior management of the International Business have joined Enerflex.

The acquisition was funded using approximately C$128 million from cash-on-hand with the remaining balance funded by drawing on the company’s credit facilities.

On completing the acquisition the company’s credit facilities have been increased to C$675 million from previous C$345 million.

Atlas Resource Partners buys low decline oil properties in Northwest Colorado – 30 June.

Atlas Resource Partners has announced the completion of its acquisition of approximately 47 million barrels of oil equivalent (“Mmboe”) reserves, including proved developed producing reserves of approximately 25 Mmboe, for $420 million. The acquired position is located in the Rangely field in northwest Colorado, a mature CO2 flood with low-decline oil production. The transaction has an effective date of April 1, 2014.

The acquired assets are expected to provide ARP with a stable, high margin cash flow stream with a low-decline profile (average 3-4% annual decline rate over the past 15 years). The asset position is a tertiary oil recovery project using CO2 flood activity, and the production mix is predominantly oil at 90%, with the remainder coming from NGLs. ARP will have an approximate 25% non-operating net working interest in the assets, and Chevron Corporation will continue as operator. Material capital expenditures and growth projects are subject to ARP’s approval.

Deutsche Bank Securities acted as financial advisor for ARP in the transaction, and Jones Day acted as legal advisor to ARP.

Cimarex Energy buys assets in Cana-Woodford – 30 June.

Denver-based Cimarex Energy Co. (NYSE: XEC) has announced the closing of its acquisition of Western Oklahoma assets primarily located in the Cana-Woodford shale play. Following customary purchase price adjustments, the net amount paid at closing was $238 million.

The acquisition added approximately 140 billion cubic feet equivalent (Bcfe) of proved developed reserves, net production of 35 million cubic feet equivalent (MMcfe) per day and 50,000 net acres.

In a separate transaction, Cimarex agreed to sell producing properties in Kansas to an undisclosed buyer for $138 million. These assets include 50 Bcfe of proved reserves and 15 MMcfe per day of production. The sale is expected to close by July 31.

Full-year 2014 production adjusted to reflect both transactions is estimated to be 835 – 860 MMcfe per day versus 822 – 847 MMcfe per day previously.

UGI Bordeaux Holding agrees to buy Total’s LPG Distribution Business in France – 2 July.

UGI Corporation (NYSE: UGI) has announced that its wholly-owned French subsidiary, UGI Bordeaux Holding, has reached agreement in principle to acquire Total’s liquefied petroleum gas (LPG) distribution business in France for a price of approximately €400-450 million, subject to legally required employee information and consultation procedures and regulatory approvals.

Total’s French LPG business distributed over 265 million retail gallons of LPG in 2013, serving residential, commercial, industrial and autogas customers. UGI International distributed approximately 600 million retail gallons of LPG throughout Europe in fiscal 2013, which included more than 250 million retail gallons of LPG by Antargaz in France. As compared to Total’s French LPG business, Antargaz’ retail volumes are comprised of a higher percentage of sales to cylinder and small bulk customers. The transaction is subject to customary closing conditions, including regulatory approvals, and is expected to close during the first half of 2015. Other terms of the transaction were not disclosed.

John L. Walsh, president and chief executive officer of UGI, said, “We look forward to adding Total’s French LPG business to our existing footprint in France, extending the reach of our business and expanding our residential and commercial customer base across all regions of the country. The acquisition of this high-quality business reaffirms our commitment to add value for our shareholders through profitable growth in Europe. We also look forward to welcoming the talented and dedicated team at Totalgaz to our UGI International organization. We expect the transaction, which will be funded through a combination of cash on hand and debt financing, to be accretive to EPS in the first full year, including the impact of typical transition expenses.”

Trilantic Capital Partners buys majority interest in Fluid Delivery Solutions – 3 July.

Trilantic Capital Partners, First Trust Capital Partners, and Volant Energy Partners, have completed the acquisition of a majority interest in Fluid Delivery Solutions LLC, an oilfield water management company primarily engaged in fresh water transfer and storage in premier oil and gas basins, including the Marcellus, Utica, Permian, Eagle Ford, Eaglebine and Niobrara. FDS will continue to be led by CEO Dan Dunkelberg and the management team will retain a meaningful stake in the business going forward. Financial terms of the transaction were not disclosed.

“We look forward to entering the next stage of our growth strategy and are confident that our new partnership will successfully lead FDS to achieve our shared goals for the Company,” said FDS CEO Dan Dunkelberg.

Privately owned and operated by petroleum engineers, FDS has developed a best-in-class reputation for safety, execution and customer service. The Company serves a blue chip customer base across major unconventional shale plays throughout the U.S. Trilantic, First Trust and FDS management have all committed significant additional capital to fund organic growth and the acquisition of complementary services.

Latham and Watkins and Chapman and Cutler served as counsel for the investor group. The seller was represented by Norton Rose Fulbright.

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