-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IjZObCA9qoKoHlTg9awAh4zTUcxr07zz8I0lOXtj9Y7r8M4fJc7cAWk9TQWIdiv2 FJ8eZv9EMtpxB/0n/bXYOA== 0001199073-09-000551.txt : 20090708 0001199073-09-000551.hdr.sgml : 20090708 20090708084810 ACCESSION NUMBER: 0001199073-09-000551 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090708 FILED AS OF DATE: 20090708 DATE AS OF CHANGE: 20090708 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BAYTEX ENERGY TRUST CENTRAL INDEX KEY: 0001279495 STANDARD INDUSTRIAL CLASSIFICATION: DRILLING OIL & GAS WELLS [1381] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32754 FILM NUMBER: 09934239 MAIL ADDRESS: STREET 1: 2200 205 5TH AVE SW CITY: CALGARY STATE: A0 ZIP: T2P 2V7 6-K 1 d6k.htm BAYTEX ENERGY TRUST FORM 6-K d6k.htm


SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 6-K 
 
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934 
 
For the month of July 2009
 
BAYTEX ENERGY TRUST
(Translation of registrant's name into English)
 
2200, 205 – 5TH AVENUE S.W.
CALGARY, ALBERTA, CANADA
T2P 2V7
(Address of principal executive offices)
 
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
 
 Form 20-F   o  Form 40-F   x
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
 
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
 
Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
 
 Yes   o
 No   x
 
If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82- ________
 



 
The Press Release attached as an exhibit hereto is incorporated by reference herein.
 
EXHIBIT LIST
 
Exhibit
 
Description 
     
99.1
 
BAYTEX ANNOUNCES ASSET ACQUISITION IN SOUTHWEST SASKATCHEWAN
 

 
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 
 
 
 
BAYTEX ENERGY TRUST
(Registrant)
 
By: Baytex Energy Ltd.
 
       
Date: July 8, 2009
By:
/s/ W. Derek Aylesworth  
    Name: W. Derek Aylesworth  
    Title: Chief Financial Officer  
EX-99.1 2 ex99_1.htm BAYTEX ANNOUNCES ASSET ACQUISITION IN SOUTHWEST SASKATCHEWAN ex99_1.htm

Exhibit 99.1
 
 


 
FOR IMMEDIATE RELEASE – CALGARY, ALBERTA – JULY 8, 2009
 
BAYTEX ANNOUNCES ASSET ACQUISITION IN SOUTHWEST SASKATCHEWAN
 
CALGARY, ALBERTA (July 8, 2009) – Baytex Energy Trust (TSX: BTE.UN; NYSE: BTE) is pleased to announce that it has entered into an agreement to acquire predominantly heavy oil assets located in the Kerrobert and Coleville areas of southwest Saskatchewan, plus certain natural gas assets located in the Ferrier area of west central Alberta effective May 1, 2009.  Total cash consideration, as of the effective date, is $93 million, before closing adjustments and costs. The acquisition, which is expected to close before the end of July 2009, is being funded by drawing on Baytex's revolving credit facility.
 
Acquisition Highlights
 
 
·
Expected production of approximately 3,000 boe/d for the remainder of 2009 (72% heavy oil and 28% natural gas).
 
 
·
Annual net operating income from these properties is estimated to be approximately $25 million based on the current commodity strip.
 
 
·
Total remaining recoverable reserves, as evaluated by Baytex effective April 30, 2009, are approximately 9.2 million boe on a proved basis (88% oil and 12% natural gas) and 10.2 million boe on a proved plus probable basis (88% oil and 12% natural gas).
 
 
·
63,300 net acres of undeveloped land.
 
 
·
Acquisition metrics:
 
 
 
 Cost per producing boe/d     
 
$31,000 per boe/d
 
 
 Multiple of annual net operating income  
 
3.7 times
 
 
 Cost per proved boe   
 
$10.11
 
   Cost per proved plus probable boe  $9.12
 
 
·
The acquisition is estimated to be 6% accretive to cash flow per trust unit, 7% accretive to production per trust unit and 5% accretive to reserves per trust unit.
 

 
 

 
Baytex Energy Trust
Press Release
July 8, 2009 
Page  2 of 3

Effects of the Transaction
 
Upon completion of this transaction, Baytex's production will be approximately 43,000 boe/d.  We anticipate capital spending of approximately $10 million on the acquired assets during the second half of 2009.  We are in the process of evaluating our overall capital spending for the second half of 2009, and plan to issue updated guidance with the release of our second quarter results.
 
The acquisition provides significant future development potential in the greater Lloydminster area where we already possess significant leasehold and operating infrastructure.  The heavy oil assets contain numerous opportunities for cold infill drilling and steam-assisted gravity drainage (SAGD) optimization.  A pilot project using toe-to-heel air injection in horizontal wells is planned for the Kerrobert area in the second half of 2009.  In addition, the Kerrobert area offers the potential for light oil development in the Viking formation using horizontal wells with multi-stage hydraulic fractures.  The Ferrier leasehold provides recompletion and infill drilling opportunities for natural gas in the Belly River formation.
 
The acquisition maintains Baytex's heavy oil weighting in a strong heavy oil pricing environment. Current Lloyd blend differentials are approximately 15% of the West Texas Intermediate (WTI) oil price.
 
Pro forma the acquisition as of June 30, 2009, we expect to have approximately $295 million of drawings and working capital deficit, as compared to our authorized $515 million revolving credit facility.  The authorized revolving credit facility amount is before any upward adjustment for the value of the acquired properties.
 
Closing of the transaction is subject to regulatory approvals, the approval of the vendor's lending syndicate and to other conditions typical of transactions of this nature.
 
Baytex Energy Trust is a conventional oil and gas income trust focused on maintaining its production and asset base through internal property development and delivering consistent returns to its unitholders. Baytex's trust units are traded on the Toronto Stock Exchange under the symbol BTE.UN and on the New York Stock Exchange under the symbol BTE.
 
Advisory Regarding Forward-Looking Statements
 
In the interest of providing Baytex's unitholders and potential investors with information regarding Baytex, including management's assessment of Baytex's future plans and operations, certain statements in this document are "forward-looking statements" within the meaning of the United States Private Securities Litigation Reform Act of 1995 and "forward-looking information" within the meaning of applicable Canadian securities legislation (collectively, "forward-looking statements").  In some cases, forward-looking statements can be identified by terminology such as "anticipate", "believe", "continue", "could", "estimate", "expect", "forecast", "intend", "may", "objective", "ongoing", "outlook", "potential", "project", "plan", "should", "target", "would", "will" or similar words suggesting future outcomes, events or performance.  The forward-looking statements contained in this document speak only as of the date of this document and are expressly qualified by this cautionary statement.
 
Specifically, this document contains forward-looking statements relating to:  the closing of the asset acquisition, production from the acquired assets for the remainder of 2009, annualized net operating income from the acquired assets, remaining recoverable reserves from the acquired assets, acquisition metrics, including cost per producing boe/d, multiple of annual net operating income and cost per proved and proved plus probable boe, the accretion of the asset acquisition to cash flow, production and reserves per trust unit, our total production following closing of the asset acquisition, capital spending on the acquired assets during the second half of 2009, the development potential of the acquired assets, the timing of the completion of toe-to-heel air injection pilot project at Kerrobert, Saskatchewan, the pro forma amount drawn on our credit facility and our working capital deficit following closing of the asset acquisition, the potential to increase in the authorized amount of our credit facility following closing of the asset acquisition and other expectations, beliefs, plans, goals, objectives, assumptions, information and statements about future events, conditions, results of operations or performance.  In addition, information and statements relating to reserves are deemed to be forward-looking statements, as they involve implied assessment, based on certain estimates and assumptions, that the reserves described exist in quantities predicted or estimated, and that the reserves can be profitably produced in the future.
 

 
 

 
Baytex Energy Trust
Press Release
July 8, 2009 
Page  3 of 3

These forward-looking statements are based on certain key assumptions regarding, among other things: receipt of all required regulatory approvals in a timely manner, receipt of the approval of the vendor's lending syndicate in a timely manner, oil and natural gas prices and differentials between light, medium and heavy oil prices; well production rates and reserve volumes; our ability to add production and reserves through our exploration and development activities; capital expenditure levels; the availability and cost of labour and other industry services; the amount of future cash distributions that we intend to pay; interest and foreign exchange rates; and the continuance of existing and, in certain circumstances, proposed tax and royalty regimes.  The reader is cautioned that such assumptions, although considered reasonable by Baytex at the time of preparation, may prove to be incorrect.
 
Actual results achieved during the forecast period will vary from the information provided herein as a result of numerous known and unknown risks and uncertainties and other factors. Such factors include, but are not limited to:  general economic, market and business conditions; industry capacity; fluctuations in market prices for oil and natural gas; liabilities inherent in oil and natural gas operations; uncertainties associated with estimating oil and natural gas reserves; competition for, among other things, capital, acquisitions of reserves, undeveloped lands and skilled personnel; incorrect assessments of the value of acquisitions; fluctuations in foreign exchange or interest rates; stock market volatility and market valuations; geological, technical, drilling and processing problems and other difficulties in producing petroleum reserves; changes in income tax laws, royalty rates and incentive programs relating to the oil and gas industry and income trusts; changes in environmental and other regulations; risks associated with oil and gas operations; and other factors, many of which are beyond the control of Baytex. These risk factors are discussed in Baytex's Annual Information Form, Form 40-F and Management's Discussion and Analysis for the year ended December 31, 2008, as filed with Canadian securities regulatory authorities and the U.S. Securities and Exchange Commission.
 
There is no representation by Baytex that actual results achieved during the forecast period will be the same in whole or in part as those forecast and Baytex does not undertake any obligation to update publicly or to revise any of the included forward-looking statements, whether as a result of new information, future events or otherwise, except as may be required by applicable securities law.
 
For further information, please contact:
 
Baytex Energy Trust
Anthony Marino, President & Chief Executive Officer
Telephone: (403) 267-0708
 
Derek Aylesworth, Chief Financial Officer
Telephone: (403) 538-3639
Cheryl Arsenault, Investor Relations Representative
Telephone: (403) 267-0761
 
Toll Free Number: 1-800-524-5521
Website: www.baytex.ab.ca
 

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