XML 24 R13.htm IDEA: XBRL DOCUMENT v3.20.2
ACQUISITION OF ENERGYQUEST II ASSETS
6 Months Ended
Jun. 30, 2020
ACQUISITION OF OVINTIV OIL AND NATURAL GAS PROPERTIES  
7. ACQUISITION OF ENERGYQUEST II ASSETS

On March 28, 2019, the Company purchased oil producing properties from EnergyQuest II, LLC ("EnergyQuest") for a purchase price of $5,600,000. The effective date of the transaction was January 1, 2019. After certain adjustments related to the effective date, the total proceeds paid to EnergyQuest were $5,646,126.  Such proceeds were paid from borrowing on notes payable and sales of unregistered securities of the Company.

 

The following table sets forth the Company's purchase price allocation:

 

 

Fair Value of Assets Acquired

 

 

 

Accounts receivable

 

$

1,308,748

 

Inventory of oil in tanks

 

 

438,321

 

Oil properties

 

 

10,878,429

 

 

 

 

 

 

Total Assets Acquired

 

$

12,625,498

 

 

 

 

 

 

Fair Value of Liabilities Assumed

 

 

 

 

Accounts payable – trade

 

$

1,861,433

 

Asset retirement obligations

 

 

5,117,939

 

 

 

 

 

 

Total liabilities assumed

 

$

6,979,372

 

 

 

 

 

 

Total consideration paid

 

$

5,646,126

 

 

 

The fair values of assets acquired and liabilities assumed were based on the following key inputs:

 

Oil and natural gas properties

 

The fair value of proved oil and natural gas properties was measured using valuation techniques that convert the future cash flows to a single discounted amount. Significant inputs to the valuation of proved oil and natural gas properties include estimates of: (i) recoverable reserves; (ii) production rates; (iii) future operating and development costs; (iv) future commodity prices; and (v) a market-based weighted average costs of capital. The Company utilized a combination of the New York Mercantile Exchange ("NYMEX") strip pricing and consensus pricing to value the reserves, then applied various discount rates depending on the classification of reserves and other risk characteristics. Management utilized the assistance of a third-party valuation expert to estimate the value of the oil and natural gas properties acquired.

 

The fair value of asset retirement obligations totaled $5,117,939 and is included in proved oil and natural gas properties with a corresponding liability in the table above. The fair value was determined based on a discounted cash flow model, which included assumptions of the estimated current abandonment costs, discount rate, inflation rate and timing associated with the incurrence of these costs.

 

The inputs used to value oil and natural gas properties and asset retirement obligations require significant judgment and estimates made by management and represent Level 3 inputs.

 

Financial instruments and other

 

The fair values determined for accounts receivable and accounts payable - trade were equivalent to the carrying value due to their short-term nature.

 

Accounts payable - trade includes $1,861,433 of liabilities primarily related to well activity prior to close.