INDUSTRY BRIEFS

Opportune acquires Ralph E. Davis Associates

Opportune LLP has acquired independent petroleum engineering firm Ralph E. Davis Associates LP. Established in 1924, Ralph E. Davis performs petroleum engineering and geological studies (both domestic and international), independently certifies reserve reports, provides acquisition/divestiture support, and prepares technical financial analyses for use in litigation and regulatory hearings. Opportune will keep Ralph E. Davis Associates LP in a separate legal entity and maintain the long-established name. Allen Barron will remain President of Ralph E. Davis Associates LP. Opportune LLP is an international energy consulting firm. Opportune's service lines include: complex financial reporting, corporate finance, dispute resolution, enterprise risk, outsourcing, process and technology, process engineering, reserve engineering and geosciences, restructuring, strategy and organization, and tax.

Frank's International to acquire Timco Services

Frank's International NV, through its Texas-based indirect wholly-owned subsidiary Frank's International LLC, has entered into a definitive purchase agreement for the purchase of Timco Services Inc., a privately-held provider of tubular running services and rental equipment onshore in the southern US and offshore in the Gulf of Mexico. According to the 8-K filing, the deal is expected to have a purchase price of $75 million at close, with up to $20 million in an earnout dependent on market conditions. The earnout is payable in two separate payments of $10 million, each of which are contingent on the US land rotary rig count, as reported by Baker Hughes, exceeding certain targets over prescribed time periods during the period from the fourth quarter of 2015 through the second quarter of 2017. In addition, Frank's LLC has agreed to make a tax reimbursement payment of $8 million to the sellers in connection with closing of the transaction as a reimbursement of estimated additional tax costs to be incurred by the sellers as a result of structuring the transaction in a manner that provides a step up in the tax basis of Timco's assets. Mark Guidry, president of Timco, will serve as vice president of Frank's South Texas operations once the deal has closed. Simmons & Company International acted as financial advisor to Frank's International, and Vinson & Elkins LLP represented the company in connection with the transaction. Founders Investment Banking acted as Timco's financial advisor, and Butler Snow LLP represented Timco in connection with the transaction. The acquisition, expected to be financed with cash on hand, is scheduled to close in the second quarter of 2015, subject to regulatory approval and other customary closing conditions.

NUTECH signs alliance with UKOG

NUTECH, a provider of petrophysical analysis and reservoir intelligence, has signed an alliance and consulting services agreement with London-listed UK Oil & Gas Investments PLC (UKOG). NUTECH will work with UKOG to maximize the potential value of the Horse Hill area licenses after the company's recent Horse Hill-1 discovery in the UK's Weald Basin and assist UKOG with its other key UK hydrocarbon assets. In 2014, prior to the UK Landward 14th License Round, NUTECH completed the detailed analysis of the conventional and unconventional potential of 381 UK onshore released wells situated within key hydrocarbon play fairways in seven basins across the UK. The study included 133 wells in the Weald and Wessex basins, currently UKOG's prime areas of interest. As part of the alliance agreement, UKOG will also obtain NUTECH's 2014 analyses of key wells surrounding PEDL137 and PEDL246 licenses which cover 140 square kilometers (34,600 acres). UKOG will also obtain NUTECH's analyses of the Arreton-2 well, an undeveloped potential Portland missed oil-pay discovery onshore Isle of Wight, drilled by British Gas in 1974. The Arreton-2 well is located within UKOG's 14th Round application area that lies adjacent to its P1916 offshore Isle of Wight acreage. In addition to the missed pay potential, the Company will utilize its learning from HH-1 to investigate the hydrocarbon potential not only within the KC Formation but also in the Osmington Oolite limestone and Middle and Lower Jurassic hot shale sequences in the Isle of Wight area.

Sky-Futures USA awarded exemption to use drones for oil and gas inspections

Sky-Futures USA, a Houston-based company offering drone inspection services to the oil and gas industry, was awarded a Federal Aviation Administration (FAA) Section 333 Exemption permitting the use of its Ascending Technologies Falcon 8 drone in the United States National Air Space (NAS). Sky-Futures has delivered commercial inspections to Talisman, Chevron, Conoco Philips, Apache, and others. It now adds the USA, the biggest potential single source marketplace for commercial drone technology, to its global operations footprint and looks forward to working with its substantial existing client base in the United States of America. Heading up the team is Sky-Futures USA vice president, business development Jason Forte (USAF retd). Forte is a veteran armed forces pilot who has amassed over 6,500 hours flying both manned and unmanned aircraft and served as an engineer in the Gulf of Mexico after his military career. The business is headquartered in London with offices in Houston TX, USA, Kuala Lumpur, Malaysia and Aberdeen in Scotland. Sky-Futures operates around the world providing drone inspection services and unmanned technology solutions to its oil and gas client-base. Sky-Futures has over 8500 hours of aviation experience, providing live flare, structural and under deck inspections onshore and offshore.

Quicksilver Resources files voluntary chapter 11 petitions

Quicksilver Resources Inc. and its US subsidiaries Barnett Shale Operating LLC, Cowtown Drilling Inc., Cowtown Gas Processing LP, Cowtown Pipeline Funding Inc., Cowtown Pipeline LP, Cowtown Pipeline Management Inc., Makarios Resources International Holdings LLC, Makarios Resources International Inc., QPP Holdings LLC, QPP Parent LLC, Quicksilver Production Partners GP LLC, Quicksilver Production Partners LP, and Silver Stream Pipeline Co. LLC each filed a voluntary petition under chapter 11 of title 11 of the US Code in the US Bankruptcy Court for the District of Delaware. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing and will not be subject to the requirements of the US Bankruptcy Code. Quicksilver Resources Canada Inc. (QRCI) has reached an agreement with its first lien secured lenders regarding a forbearance for a period up to and including June 16 of any default under QRCI's first lien credit agreement arising due to the chapter 11 filing. The company does not anticipate that US and Canadian operations will be interrupted as a result of the chapter 11 filing. Quicksilver has filed a series of motions with the Court to ensure the continuation of normal operations, including requesting Court approval to continue paying employee wages and salaries and providing employee benefits without interruption. The company has also asked for authority to continue honoring royalty obligations, working interest obligations, and other obligations related to oil and gas leases. The company expects that the Court will approve these requests. During the chapter 11 process, suppliers will be paid in full for all goods and services provided after the filing date as required by the Bankruptcy Code. The company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the US and Bennett Jones in Canada. Houlihan Lokey Capital Inc. is serving as financial advisor.

Brazil award for Aqualis Offshore

Aqualis Offshore, part of Oslo-listed Aqualis ASA, has won a contract for an FPSO project in Brazil. A 50/50 consortium between Technip and Techint has chosen Aqualis Offshore as marine warranty surveyor for all marine operations related to the integration of the P-76 FPSO (floating production storage and offloading) unit at Techint's yard in the south of Brazil. Aqualis Offshore's work scope runs until September 2016. The P-76 FPSO unit is currently undergoing conversion from a VLCC tanker. Once completed it will be installed at the Franco Sul Field located in the Santos Basin pre-salt area offshore Brazil. The FPSO is expected to produce 180,000 barrels of oil and 7 million cubic meters of gas per day.

Tullow secures additional $450M under its existing credit facilities

Tullow Oil plc and its lending banks have completed the six-monthly reserve based lend (RBL) redetermination process, with its asset portfolio supporting a $200 million increase in lenders commitments, thus increasing available debt capacity from $3.5 billion to $3.7 billion, despite lower oil prices. Tullow and its lending banks have arranged an additional $250 million of lenders commitments, secured through the corporate credit facility, which has been increased from $750 million to $1 billion. They have agreed on an amendment to the financial covenant on the RBL and corporate facility to address the risk of any potential covenant breach during a period of oil price volatility and investment in production and development assets in West Africa. As a result, the Group has around $6.3 billion of currently committed debt facilities with no near-term maturities.

Acorn Energy defunds US Seismic Systems

Acorn Energy, an energy technology holding company, has stopped funding its majority-owned US Seismic Systems (USSI) subsidiary, and USSI has suspended operations and terminated substantially all employees. USSI intends to sell its assets and is exploring ways to maximize value for creditors and other stakeholders, expecting that most of the proceeds from any sale of its assets will be used to pay creditors. It is uncertain whether there will be any proceeds available to Acorn Energy or other USSI shareholders. Acorn will record write-offs on its 2014 financial statements of substantially all USSI assets, including $4.9 million of inventory, $3.4 million of goodwill and intangibles, and $1.0 million of fixed assets.

Breitling completes Hunton acquisition

Breitling Energy Corp. has completed the acquisition of certain non-operated working interests in the Hunton play of northwestern Oklahoma. This phase of the acquisition includes current production from five wells plus proportional interest in the units held by those wells totaling approximately 3,200 acres. With this initial phase, the company also has the obligation to purchase additional working interest in the same wells upon completion of certain conditions related to the transaction. The wells, primarily yielding oil and high-BTU natural gas, are producing from the Hunton formation with multiple zones behind the pipe, including the Woodford shale and the Mississippian limestone formation.

L.B. Foster acquires IOS

L.B. Foster Co. has acquired Inspection Oilfield Services (IOS), a Houston-based company that provides nondestructive testing and inspection services for tubular products used in critical oil and gas applications. IOS has implemented testing and inspection technologies, as well as developed software that provides customers with detailed information on the integrity of their tubular assets. Inspection Oilfield Services also provides conversion services for tubular products that range from threading of casing, refacing, and hard-banding for drill pipe, as well as cleaning and other repair services for oil country tubular goods. These services are often combined with IOS nondestructive test and inspection services. IOS had 2014 sales of approximately $120 million. IOS will operate as a wholly owned subsidiary of L.B. Foster Co., a manufacturer, fabricator, and distributor of products and services for the rail, construction, energy, and utility markets, with locations in North America and Europe.