UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 6-K

 

Report of Foreign Private Issuer
 Pursuant to Rule 13a-16 or 15d-16 under the Securities Exchange Act of 1934

 

For the month of January 2019

 

Commission File Number 000-55246

 

Sundance Energy Australia Limited

(Translation of registrant’s name into English)

 

633 17th Street, Suite 1950
Denver, CO  80202

(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F x           Form 40-F o

 

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): o

 

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): o

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form 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):  n/a

 

 

 


 

Exhibit 
Number

 

Description

99.1

 

Investor presentation, entitled “Natixis Credit Conference”

 

 

 

99.2

 

ASX Market release, dated January 25, 2019 — MD/CEO Employment Agreement Extension

 

 

 

99.3

 

ASX Market release, dated January 31, 2019 — Quarterly Activities Report

 

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.

 

 

 

 

Sundance Energy Australia Limited

 

 

 

 

 

 

Date: February 6, 2019

By:

/s/ Cathy L Anderson

 

Name:

Cathy L. Anderson

 

Title:

Chief Financial Officer

 

2


Exhibit 99.1

Natixis Credit Conference January 2019 sundanceenergy.net

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Disclaimers Important Notice and Disclaimer IMPORTANT: You are advised to read the following carefully before making any use of the information contained in this presentation. Except as required by law, no representation or warranty, express or implied, is made by Sundance or any of the Sundance Related Persons, as to the currency, fairness, accuracy, completeness, reliability or correctness of the information contained in this presentation, or as to the reasonableness of any assumption upon which information contained in this presentation is based. Statements made in this presentation are made only at the date of the presentation. The information in this presentation remains subject to change without notice. Summary information This presentation has been prepared by Sundance Energy Australia Limited ACN 112 202 883 (Sundance or the Company) and contains summary information about the current activities of Sundance and its subsidiaries as at the date of this presentation. The information in this presentation is of a general nature and does not purport to be complete. This presentation does not purport to contain all of the information that an investor should consider when making an investment decision nor does it contain all of the information which would be required in a product disclosure statement or prospectus prepared in accordance with the requirements of the Corporations Act 2001(Cth) (Corporations Act). This presentation should be read in conjunction with the periodic and continuous disclosure announcements made by Sundance which are available at www.asx.com.au. Not financial or product advice This presentation is for information purposes only and is not a prospectus, disclosure document, product disclosure statement or other offering document under Australian law or under any other law. This presentation is not financial product advice or investment advice and has been prepared without taking into account the objectives, financial situation and particular needs of individuals. Before making an investment decision, prospective investors should consider the appropriateness of the information having regard to their own objectives, financial situation and needs and seek appropriate advice, including financial, legal and taxation advice appropriate to their jurisdiction. Financial information All dollar values contained in this document are expressed in U.S. dollars unless otherwise stated. Totals may vary slightly due to rounding. Investors should also note that Sundance’s results are reported under Australian International Financial Reporting Standards (IFRS). Investors should be aware that certain financial data included in this presentation, including EBITDA, EBIT, EPS, gearing, net debt, UNPAT cash conversion, interest cover ratio and measures described as “normalised”, are “non-IFRS financial information” under Regulatory Guide 230 (Disclosing non-IFRS financial information) published by the Australian Securities and Investments Commission (ASIC) and also ‘non-GAAP financial measures’ within the meaning of Regulation G under the U.S. Securities Exchange Act of 1934, as amended. The non-IFRS financial information/non-GAAP financial measures do not have a standardised meaning prescribed by IFRS or U.S. GAAP and therefore may not be comparable to similarly titled measures presented by other entities, nor should it be construed as an alternative to other financial measures determined in accordance with IFRS or U.S. GAAP. Investors are cautioned, therefore, not to place undue reliance on any non-IFRS financial measures/non-GAAP financial measures included in this presentation. Investment risk An investment in Sundance shares is subject to investment and other known and unknown risks, some of which are beyond the control of Sundance, including possible loss of income and principal invested. Sundance does not guarantee any particular rate of return or the performance of Sundance, nor does it guarantee the repayment of capital from Sundance or any particular tax treatment. In considering an investment in Sundance shares, investors should have regard to (amongst other things) the “Key Risks” section in this presentation when making their investment decision.

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Disclaimers Industry data Certain market and industry data used in connection with this presentation, including in relation to other companies in Sundance’s peer group, may have been obtained from public filings, research, surveys or studies conducted by third parties, including industry or general publications and other publicly available information. Neither Sundance nor any of its subsidiaries or any of the respective directors, officers, employees, representatives, agents or advisers of Sundance or its subsidiaries (Sundance Related Persons) has independently verified any such market or industry data provided by third parties or industry or general publications. Past performance Past performance is no guarantee of future performance. Past performance given in this presentation is given for illustrative purposes only and should not be relied upon as (and is not) an indication of the Company’s views on its future financial performance or condition. Forward-looking statements The presentation includes certain forward-looking statements. Such forward-looking statements include statements relating to Sundance’s strategies and plans and any indication of, and guidance on, future events, future earnings and future financial performance. Forward-looking statements can generally be identified by the use of words such as “expect”, “anticipate”, “likely”, “intend”, “should”, “could”, “may”, “predict”, “plan”, “propose”, “will”, “believe”, “forecast”, “estimate”, “target”, “outlook”, “guidance” or similar expressions. The forward-looking statements in this presentation speak only as at the date of this presentation. Subject to any continuing obligations under applicable law or any relevant ASX listing rules, Sundance disclaims any obligation or undertaking to provide any updates or revisions to any forward-looking statements in this presentation. Any such forward-looking statements involve subjective judgment and analysis and are subject to significant uncertainties, risks and contingencies and other factors, including the risks described in this presentation under “Key risks”. Such risks may be outside the control of and/or may be unknown to Sundance and the Sundance Related Persons. Any forward-looking statements included in this presentation, including projections, guidance on future revenues, earnings and estimates, and the future performance of Sundance post Acquisition, are provided as a general guide only. Forward-looking statements are based on assumptions and contingencies which are subject to change without notice. Neither Sundance nor any Sundance Related Person gives any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements in this presentation will actually occur. Actual results, performance or achievement may vary materially from any projections and forward-looking statements and the assumptions on which those statements are based. Not an offer This presentation is for information purposes only and is not a prospectus, product disclosure statement or other disclosure or offering document under Australian law or any other law. This presentation has not been, nor will it be, lodged with the Australia Securities & Investments Commission. Each recipient of this presentation should make its own enquiries and investigations regarding all information included in this presentation including the assumptions, uncertainties and contingencies which may affect Sundance’s future operations and the values and the impact that future outcomes may have on Sundance.

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Disclaimers Proved and probable reserves Ryder Scott Company, L.P. (Ryder Scott) has prepared an independent estimate of the proved and probable reserves, future production and income attributable to leasehold interests within the recently closed acquisition of 21,900 net acres for sale by Pioneer Natural Resources USA, Inc. Reliance Eagleford Upstream Holding LP, and Newpek, LLC (Asset) in the Eagle Ford shale play in the State of Texas, USA as of 1 January 2018. The volumes classified as reserves in the Ryder Scott report have been assigned to both oil and gas reserves and represent 100% of the total net proved and probable liquid hydrocarbon and gas reserves of the Assets at the report date (including producing, non-producing and undeveloped). The reserves estimate were prepared in accordance with the classification and reporting requirements of the Petroleum Resources Management System (SPE-PRMS) as required by the Australian Securities Exchange Listing Rule 5 - Additional Reporting on Mining and Oil & Gas Production and Exploration Activities. The reserves estimates were calculated using a deterministic methodology. Ryder Scott utilised proprietary data relating to existing production and lease operating costs from the current Asset wells to forecast a future production stream and associated cash flows based on the economic interest of the Company, NYMEX strip (varying) WTI pricing US$59.36 in 2018, decreasing to $51.67 by 2023 and held constant thereafter and lease operating expense estimates comprising a fixed and variable component based on historic operating expense reports. The reference point for the volumes produced is at the wellhead. Qualified Resource Evaluator's Statement The information in this presentation that relate to petroleum reserves in Eagle Ford leasehold interests held by the vendors and which are subject to the proposed acquisition by Sundance set out in this presentation, is based on, and fairly and accurately represents, in the form and content in which is appears, information and supporting documentation prepared by, or under the supervision of, Mr. Stephen E Gardner, qualified petroleum reserves and resources evaluator. Mr. Gardner is a member of the Society of Petroleum Engineers and the Society of Petroleum Evaluation Engineers, currently serving in the latter organisation's Denver Chapter as Chairman. Mr. Gardner has sufficient experience that is relevant to the evaluation to the evaluation and estimation of petroleum reserves to qualify as a Qualified Reserves and Resources Evaluator as defined in the Australian Securities Exchange Listing Rules. Mr. Gardner is not an employee of Sundance or a related party but an employee of Ryder Scott Company, L.P. Mr. Gardner has consented to the inclusion of Ryder Scott’s reserve evaluations effective 1 January 2018 in the form and content in which they appear.

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Sundance Energy – Positioned for Continued Success in 2019 Sundance Energy is positioned for success in 2019 under a variety of oil price scenarios Liquidity represents cash plus available borrowing capacity as of December 31, 2018 plus $35mm borrowing base increase. Crude hedges cover 6,101 bpd of oil production in 2019. Flexible 2019 development plan achieves CF neutrality or FCF generation in different price environments Production and EBITDA growth expected in 2019 under a variety of oil price scenarios ~$30.00 per boe true full-cycle breakeven prices (covering LOE, GTP, G&A, Production Taxes and F&D costs) $48 MM in cash and other forms of readily accessible liquidity(1) No debt maturities until October 2022 with leverage forecast to decrease in 2019 through EBTIDA growth Robust hedge book provides price protection for >50% of crude production with ~$60/bbl floor(2)

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A Leading Pure Play Eagle Ford Producer Strategic Focus on Capital Efficiency and Operating Within Cash Flow Primary focus is managed growth driven by capital discipline and efficiency Firm commitment to operating within cash flow during 2019 Sundance will flex development plan based on commodity prices throughout the year to remain cash flow neutral while growing production and EBITDA High Quality Asset Base Enables Growth Even at Lower Oil Prices Deep inventory of wells with full-cycle break even costs of ~$30.00 per boe allows Sundance to deliver production and EBITDA growth under various oil price scenarios 52,300 net acres primarily in the Eagle Ford’s Oil and Volatile Oil Window 450 undrilled Tier-1 Eagle Ford locations represent 12+ years drilling inventory Long Term Corporate Goals Remain Corporate philosophy of delivering shareholder returns through growing production, EBITDA and net asset value, both on an absolute and per share basis Strong Balance Sheet and Liquidity Position Recently announced 40% increase of Borrowing Base Credit facility to $122.5mm Approximately $48 MM of available short term liquidity(5) Positioned to be self funding and cash flow positive by EOY 2019 Net Debt-to-EBITDAX projected to drop from 2.2x at 3Q18 to <1.5x by EOY 2019 Enterprise Value is Market Capitalization as of 21 January 2019 plus $313MM Net Debt as of 23 January 2019. As prepared by Ryder Scott at December 31, 2017 based on NYMEX strip pricing. Represents net sales volumes and excludes flared gas volumes. 9/30 Debt to EBITDA was calculated by annualizing 3Q EBITDA. Liquidity represents cash plus available borrowing capacity as of 31 December 2018. ASX Symbol: SEA Nasdaq Symbol: SNDE Market Cap (1) : $229 MM Enterprise Value (1) : $542 MM 12/31/17 2P PV-10 Value (2) : $963.6 MM Proved Reserves (2) : 100.9 mmboe % PDP Reserves (2) : 22.4% Net Acreage : 52,300 Product 3Q18 YTD Oil (bbls) 665,776 1,411,652 Gas (mcf) 1,285,672 3,412,346 NGLs (bbls) 144,933 342,952 Total (boe) 1,024,987 2,323,329 Boe/d (3) 11,141 8,510 3Q18 % Crude Oil : 65% 3Q18 EBITDA: $30.4 MM 9/30 Debt to EBITDA (4) : 2.2x Sales Volumes

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Cycle-Tested Leadership Team with History of Value Creation Sundance’s DNA is building and profitably monetizing core positions in US shale basins 2004 2005 2006 2009 2012 2013 2014 2016 2018 Sundance Energy founded targeting Australia’s Cooper Basin Sundance completes IPO on the Australian Securities Exchange ("ASX") Transition to a North American focus via acquisitions in Williston, Arkoma and Anadarko Basins Sundance enters DJ Basin Successful exit of the Williston Basin via sale Entrance to Eagle Ford Shale via Texon Petroleum merger Successful exit of the DJ Basin via sale Sundance brings 100th Eagle Ford well online and begins US trading via NASDAQ ADRs 2017 Acquisition of ~22K net acres from Pioneer Natural Resources JV to create leading Eagle Ford pure-play operator with material high-quality, tier-one inventory Successful exit of Anadarko Basin to become an Eagle Ford pure play producer

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Premier Asset Base Economic At Lower Commodity Prices 52,300 net acres primarily in the Eagle Ford’s Oil and Volatile Oil Windows Highly attractive single well economics (65% IRR or higher) across assets at existing commodity prices(1) Sundance’s assets are economic on a full-cycle basis even in a low ~$30/bbl crude environment, inclusive of recovering acquisition costs, development costs, production costs, and all overhead costs Internal Company estimates using Strip NYMEX pricing as of 1 February 2018. Includes 104 net McMullen area ULEF locations. Over 12 Years of Highest Quality Tier 1 Eagle Ford Drilling Inventory (1) Drilling Inventory By Location Area Atascosa La Salle Live Oak McMullen 21 McMullen 32 McMullen Atascosa Dimmit Formation EGFD EGFD EGFD EGFD EGFD EGFD EGFD EGFD Tier 1 Locations 33 81 103 12 6 203 3 9 450 Tier 2 Locations - - - - - - - 135 135 Total Locations 33 81 103 12 6 203 3 144 585 Total

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2018 Development – Legacy Acreage 3 1 2 Atascosa McMullen La Salle McMullen AREA 41 AREA 11 AREA 21 Paloma Ranch Single Well Pad Paloma Ranch 7H 1 Peeler Ranch Two Well Pad Peeler Ranch 8HC & 9HC 2 Allen MCM Two Well Pad Allen MCM 1HA & 2HA 3 Legacy Acreage Development Detail(1) 7 wells drilled, completed and brought online Well costs and results to date in line with expectations 4 Hoskins Two Well Pad Hoskins 20H & 21HC 4 Excludes the Red Ranch 18H & Red Ranch 19H wells being drilled in Dimmit County.

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La Salle McMullen AREA 41 AREA 11 AREA 21 2018 Development – Newly Acquired Acreage 2 4 3 1 5 Atascosa Live Oak Harlan Bethune Three Well Pad Harlan Bethune 25H, 26H & 27H 1 Harlan Bethune Two Well Pad Harlan Bethune 34H & 35H 3 James Keith Esse Four Well Pad James Keith Esse 06H, 07H, 08H & 09H 4 Justin Tom Two Well Pad Justin Tom 05H & 06H 2 Area 41 Idylwood Two Well Pad Idylwood 04H & 05H 5 Newly Acquired Acreage Development Detail 16 wells drilled, completed and placed on production All well results to date significantly outperforming expectations Currently finalizing drilling the Roy Esse 15H, 16H, 17H & 18H 4-well pad 6 Harlan Bethune Three Well Pad Harlan Bethune 22H, 23H & 24H 6 Roy Esse Four Well Pad Roy Esse 15H, 16H, 17H & 18H 7 7

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Excellent Preliminary Well Results 2018 operations delivered a robust production ramp Sundance placed 23 total wells on production in 2018 (7 on legacy assets, 16 on acquired Pioneer assets) Sundance brought 11 wells online in 4Q18 (9 in Live Oak County, 2 in McMullen County) Finalizing drilling of 4-well Roy Esse Pad in Live Oak County before mobilizing to 2-well Bracken Pad in McMullen County Recent Well Results Demonstrate Superior Asset Quality Live Oak wells average IP-30s of ~280 boepd/1,000’ Atascosa wells average IP-30s of ~185 boepd/1,000’ Recent McMullen wells average IP-30s of ~125 boepd/1,000’ Well Name County IP Date Completed Lat Length 30-Day IP (boepd) 30-Day / 1,000' ft 60-Day IP (boepd) 60-Day / 1,000' ft % Oil Idylwood 04H Live Oak 16-Oct 6,445 1,021 158 1,079 167 83% Idylwood 05H Live Oak 16-Oct 5,487 1,171 213 1,152 210 81% James Keith Esse 06H Live Oak 13-Nov 5,175 1,212 234 1,222 236 74% James Keith Esse 07H Live Oak 13-Nov 5,178 923 178 966 187 75% James Keith Esse 08H Live Oak 13-Nov 5,180 1,119 216 1,148 222 75% James Keith Esse 09H Live Oak 13-Nov 5,164 1,333 258 1,291 250 73% Hoskins 20H McMullen 2-Dec 7,266 561 77 - - 86% Hoskins 21H McMullen 2-Dec 7,116 909 128 - - 82% Harlan Bethune 22H Live Oak 15-Dec 5,301 - - - - - Harlan Bethune 23H Live Oak 15-Dec 5,621 1,330 237 - - 79% Harlan Bethune 24H Live Oak 15-Dec 5,737 - - - - -

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Sundance Initial Production Rates vs Peers(1) Recent Sundance IP rates compare very favorably to 2018 results from Eagle Ford peers IP30/1,000’ GPI Oil IP30 boepd (norm 1,000’) Operator A Operator B Operator C Operator D Operator E Operator F Operator G SEA SEA Acquisition Wells Legacy Wells Note: Eagle Ford peers shown include Carrizo, Conoco Phillips, EOG, Lonestar, Marathon, Penn Virginia, and Wild Horse. Source data from RSEG (1) Well results shown as of November 2018.

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Harlan Bethune 25H & 35H – Idylwood 4H & 5H Live Oak County Initial Well Performance vs Type Curve(1) Harlan Bethune 26H , 27H & 34H Area 41 Live Oak wells are outperforming expectations by an average of ~150% to date Note: Cum Oil Type Curve is normalized to well GPI (1) Well results shown as of November 2018

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Atascosa County Initial Well Performance vs Type Curve(1) Tom Justin 5H & 6H Area 41 Atascosa County wells are outperforming expectations by an average of ~84% to date Note: Cum Oil Type Curve is normalized to well GPI (1) Well results shown as of November 2018

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McMullen County Initial Well Performance vs Type Curve(1) Allen MCM 1HA & 2HA 3Q18 McMullen County wells are performing according to expectations Note: Cum Oil Type Curve is normalized to well GPI (1) Well results shown as of November 2018

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Corporate Debt Overview Reserve Based Loan Amount: $250 MM ($122.5 MM availability; $65 MM currently drawn) Redetermination: Bi-annually Coupon: Floating, Libor +100bps+ an additional 150-250 bps depending on utilization of the revolver(1) Term: 4.5 years Maturity: October 2022 Covenants: Current Ratio > 1.0x; Total Debt to EBITDAX < 4.0x; Interest Coverage Ratio > 2.0x Arranger: Natixis Syndicate: 5 bank syndicate Second Lien Term Loan Amount: $250 MM Coupon: Floating, Libor + 800bps Term: 5 years Maturity: April 2023 Covenants: Interest Coverage Ratio > 1.5x; Total Proved PV9 to Total Debt > 1.5x Arranger: Morgan Stanley Syndicate: 5 direct energy lending funds As Sundance utilizes a greater percentage of the capital available for drawdown under its revolver, the margin above the Base Rate increases based on the utilization rate as per the above chart. RBL Margin At Various Borrowing Base Utilization Ranges <25% > 25% and <50% > 50% and <75% > 75% and <90% >90% 1.50% 1.75% 2.00% 2.25% 2.50%

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Robust 2019 Hedge Book Guarantees Strong Cash Flow Generation All figures representative of Sundance’s hedge book through 2023 as at 21 January 2019. Hedge coverage percentage represents hedges as a percentage of the midpoint of Sundance’s public oil production guidance. Gas Hedges(1) Oil Hedges(1) Hedging covers >50% of 2019 forecast oil production at a ~$60 per barrel floor price(1) Gas HH/HSC Contracts Year Mcf Floor Ceiling 2019 3,372,000 $2.99 $3.23 2020 1,536,000 $2.65 $2.70 2021 1,200,000 $2.66 $2.66 2022 1,080,000 $2.69 $2.69 2023 240,000 $2.64 $2.64 Total 7,428,000 $2.81 $2.93 Crude WTI Contracts LLS/Brent Contracts Year Bbl Floor Ceiling Bbl Floor Ceiling 2019 1,070,000 $59.82 $65.67 1,157,000 $60.53 $68.21 2020 1,326,000 $53.66 $59.56 - - - 2021 612,000 $48.49 $59.23 - - - 2022 528,000 $45.68 $60.83 - - - 2023 160,000 $40.00 $63.10 - - - Total 3,696,000 $52.86 $61.61 1,157,000 $60.53 $68.21 Gas Hedges(1) Oil Hedges(1) $0.00 $10.00 $20.00 $30.00 $40.00 $50.00 $60.00 $70.00 $80.00 - 1,000 2,000 3,000 4,000 5,000 6,000 7,000 2019 2020 2021 2022 2023 Bbls / day Hedged Average Ceiling Average Floor $0.00 $0.50 $1.00 $1.50 $2.00 $2.50 $3.00 $3.50 - 2,000 4,000 6,000 8,000 10,000 2019 2020 2021 2022 2023 Mcf / day Hedged Average Ceiling Average Floor

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High Quality Asset Base – Material Inventory With Low Full-Cycle Break Even Costs 12+ years of highly attractive Tier 1 drilling inventory with $963.6 MM of 2P PV10 as at year end 2017(1) Full-cycle break even costs of ~$30 per boe allows production and EBITDA growth under various oil price scenarios Highly attractive single well economics (65%+ IRR or higher) across assets at existing commodity prices(2) Capital Discipline – Cash Flow Neutral Development Program 23 wells brought online in 2018 2019 development plan driven by focus on capital discipline and operating within cash flow Enhanced scale facilitates unit cost improvements in capital expenditures, operating and overhead expenses Advantaged Net Back Pricing – Firm Transport With Attractive Midstream & Pricing Economics Midstream contracts for recently acquired assets provide firm capacity to process and transport all products to Houston market for prevailing LLS/MEH pricing Brent pricing exposure via recently signed physical offtake deal for all legacy volumes Strong Balance Sheet – Ample Liquidity & Rapid Deleveraging Recent 40% increase to borrowing base provides increased liquidity cushion Fully funded 2019 capital program scaled to remain within cash flow No debt maturities through late 2022, projected growth drives Net Debt-to-EBITDAX to <1.5x in 2019(3) Strong Free Cash Flow Generation Company positioned to be self funding and cash flow neutral or positive by EOY 2019(2) As prepared by Ryder Scott at December 31, 2017 based on NYMEX strip pricing. Per internal Company estimates as at 1 July 2018 using 2 July 2018 Strip NYMEX pricing. Relies upon Internal Company estimates using Strip NYMEX pricing as of 14 May 2018. Investment Highlights

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Exhibit 99.2

 

 

ASX Announcement (ASX: SEA)

 

25 January 2019

 

MD/CEO Employment Agreement Extension

 

Sundance Energy Australia Limited (ASX: SEA) (the “Company”) is pleased to announce that Chief Executive Officer and Managing Director Eric McCrady has agreed to an extension of his Employment Agreement.

 

Eric and the Company have agreed to a further three-year Employment Agreement, extending his Employment Agreement to 2 January 2022.

 

Chairman Mike Hannell said, “The Board is pleased to implement another three-year term, and is looking forward to Eric’s continued strong leadership of the Company”.

 

His base salary is currently US$485,000 per annum, and is subject to annual review by the Board.  He remains entitled to participate in the Company’s Executive Incentive Compensation Plan.

 

Apart from the new term there are no changes to the terms and conditions of Eric’s new Employment Agreement.  Details of his remuneration and other material terms and conditions are shown in the Company’s latest Annual Report.

 

This announcement is made by the Company pursuant to ASX Listing Rule 3.16.4.

 

For further information please contact:

 

Mike Hannell

 

 

Chairman

 

 

+61 8 418 834 957

 

 

 

 

 

633 17th Street

 

Ground Floor

Suite 1950

 

28 Greenhill Road

Denver, CO 80202

 

Wayville SA 5034

United States

 

Australia

 

 

 

303.543.5700 [o]

 

+61 8 8274 2128 [o]

303.543.5701 [f]

 

 

www.sundanceenergy.net

 

www.sundanceenergy.com.au

 


Exhibit 99.3

 

 

ASX Announcement

31 January 2019

 

 

ASX Code: SEA

 

NASDAQ: SNDE

 

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Ground Floor, 28 Greenhill Road, Wayville, South Australia 5067ACN112 202 883

Telephone:  +61 8 8363 0388     Facsimile: +61 8 8132 0766    www.sundanceenergy.com.au

Sundance Energy Australia Limited ABN 76 112 202 883

 

FOR IMMEDIATE RELEASE

 

General Manager

The Company Announcements Office

Australian Securities Exchange

 

SUNDANCE ENERGY AUSTRALIA LIMITED

QUARTERLY ACTIVITIES REPORT

 

Production

 

Sundance Energy Australia Limited (“Sundance” or the “Company”; ASX: SEA) is pleased to announce that it exceeded its production guidance for full year 2018 and met its production guidance for fourth quarter 2018. The Company’s full year 2018 net production averaged approximately 10,000 Boe/d including flared volumes, at the top end of full year net production guidance of 9,000 to 10,000 Boe/d. During the fourth quarter of 2018, the Company produced approximately 14,000 Boe/d including flared volumes, meeting fourth quarter production guidance of 14,000 to 15,000 Boe/d.

 

The Company’s cumulative net production for the fourth quarter was approximately 1,300,000 Boe. Net production comprised approximately 900,000 barrels of oil, 150,000 barrels of natural gas liquids and 1,700,000 thousand cubic feet of natural gas. Production for the period was ~68% oil by volume.

 

The Company’s cumulative net production for full year 2018 was approximately 3,700,000 Boe. Net production comprised approximately 2,300,000 barrels of oil, 490,000 barrels of natural gas liquids and 5,700,000 thousand cubic feet of natural gas. Production for the year was ~61% oil by volume.

 

Due to better than expected well performance, the Company’s higher production volumes have resulted in increased line pressure and capacity constraints at a third-party gas processing facility earlier than planned. The Company expects the issue to be resolved in the first half of the year through a facility expansion. In the meantime, the Company has been appropriately managing production volumes and flaring additional gas volumes.

 

Development Activities

 

Sundance brought 11 gross (11 net) wells onto production during the fourth quarter, bringing the total number of gross wells brought online in 2018 to 23 (23 net).

 

During the fourth quarter, Sundance brought onto production 9 gross (9 net) wells on the acreage acquired from Pioneer in Live Oak County. Initial production results from all wells were significantly above the Company’s well performance expectations, and all wells continue to perform above type curve. Sundance additionally brought online two gross (two net) wells on its legacy acreage in McMullen County.

 

1


 

Additionally, during the fourth quarter the Company completed drilling (“SPUD to TD”) two additional gross (two net) wells in Dimmit County with a subsequently released spot rig and at quarter’s end was in the process of drilling the Roy Esse 15H, 16H, 17H and 18H four well pad in Live Oak County.

 

As of the date of this report, the Company has finished drilling the Roy Esse pad and is in the process of drilling the Bracken 23H and 24H two well pad in McMullen County. During January the Company fracked the Red Ranch 18H and 19H two well pad in Dimmit County and has initiated flow back on the pad.

 

The Company delayed picking up a second rig in the fourth quarter of 2018 in response to weaker commodity prices, and has additionally elected to scale back first quarter 2019 development plans. During the first quarter 2019 the Company intends to drill 6 wells and complete four wells.

 

Financial Disclosures

 

Upon conclusion of its annual audit in March 2019, the Company will provide full fourth quarter financial results as well as audited financial statements for the 2018 fiscal year including a Statement of Operations, Consolidated Balance Sheet, and Statement of Cash Flows. The Company will also provide an Adjusted EBITDA reconciliation at that time. Please note that the attached Appendix 5B has been prepared as prescribed by the ASX and the presentation is not in accordance with IFRS.

 

Exhibit A: Fourth Quarter Initial Well Results

 

Well Name

 

County

 

IP Date

 

Completed
Lat Length

 

30-Day IP
(boepd)

 

30-Day /
1,000’ ft

 

60-Day IP
(boepd)

 

60-Day /
1,000’ ft

 

% Oil

 

Idylwood 04H

 

Live Oak

 

16-Oct

 

6,445

 

1,021

 

158

 

1,079

 

167

 

83

%

Idylwood 05H

 

Live Oak

 

16-Oct

 

5,487

 

1,171

 

213

 

1,152

 

210

 

81

%

James Keith Esse 06H

 

Live Oak

 

13-Nov

 

5,175

 

1,212

 

234

 

1,222

 

236

 

74

%

James Keith Esse 07H

 

Live Oak

 

13-Nov

 

5,178

 

923

 

178

 

966

 

187

 

75

%

James Keith Esse 08H

 

Live Oak

 

13-Nov

 

5,180

 

1,119

 

216

 

1,148

 

222

 

75

%

James Keith Esse 09H

 

Live Oak

 

13-Nov

 

5,164

 

1,333

 

258

 

1,291

 

250

 

73

%

Hoskins 20H

 

McMullen

 

2-Dec

 

7,266

 

561

 

77

 

 

 

86

%

Hoskins 21H

 

McMullen

 

2-Dec

 

7,116

 

909

 

128

 

 

 

82

%

Harlan Bethune 22H

 

Live Oak

 

15-Dec

 

5,301

 

 

 

 

 

 

Harlan Bethune 23H

 

Live Oak

 

15-Dec

 

5,621

 

1,330

 

237

 

 

 

79

%

Harlan Bethune 24H

 

Live Oak

 

15-Dec

 

5,737

 

 

 

 

 

 

 

2


 

Exhibit B: Full Year 2018 Activities Overview

 

Well Name

 

County

 

Spud
Date

 

Frac Start
Date

 

IP
Date

 

Lateral
Length

 

30-Day IP 
(boe/d)

 

60-Day IP 
(boe/d)

 

90-Day IP 
(boe/d)

 

Paloma Ranch 7H

 

McMullen

 

18-Jan-18

 

17-May-18

 

2-Jun-18

 

7,690

1,345

 

1,017

 

811

 

Peeler Ranch 8HC

 

Atascosa

 

1-Mar-18

 

28-May-18

 

26-Jun-18

 

5,642

484

 

404

 

367

 

Peeler Ranch 9HC

 

Atascosa

 

24-Mar-18

 

28-May-18

 

26-Jun-18

 

5,820

446

 

371

 

314

 

Allen MCM 1HA

 

McMullen

 

21-Apr-18

 

6-Jul-18

 

17-Aug-18

 

8,015

1,291

 

1,100

 

942

 

Allen MCM 2HA

 

McMullen

 

13-May-18

 

6-Jul-18

 

17-Aug-18

 

8,234

1,132

 

969

 

843

 

Harlan Bethune 25H

 

Live Oak

 

7-May-18

 

24-Jul-18

 

15-Aug-18

 

4,779

1,102

 

1,091

 

974

 

Harlan Bethune 26H

 

Live Oak

 

11-May-18

 

22-Jul-18

 

15-Aug-18

 

4,073

1,234

 

1,066

 

920

 

Harlan Bethune 27H

 

Live Oak

 

13-May-18

 

22-Jul-18

 

15-Aug-18

 

3,314

1,183

 

901

 

750

 

Justin Tom 05H

 

Atascosa

 

17-Jun-18

 

12-Aug-18

 

3-Sep-18

 

6,258

1,296

 

1,146

 

1,003

 

Justin Tom 06H

 

Atascosa

 

14-Jun-18

 

12-Aug-18

 

3-Sep-18

 

6,299

1,042

 

826

 

834

 

Harlan Bethune 34H

 

Live Oak

 

25-Jun-18

 

3-Aug-18

 

19-Aug-18

 

3,528

1,691

 

1,588

 

1,344

 

Harlan Bethune 35H

 

Live Oak

 

22-Jun-18

 

3-Aug-18

 

19-Aug-18

 

3,702

1,738

 

1,579

 

1,321

 

James Keith Esse 06H

 

Live Oak

 

26-Jul-18

 

12-Oct-18

 

13-Nov-18

 

5,175

1,212

 

1,222

 

 

James Keith Esse 07H

 

Live Oak

 

22-Jul-18

 

12-Oct-18

 

13-Nov-18

 

5,178

923

 

966

 

 

James Keith Esse 08H

 

Live Oak

 

24-Jul-18

 

12-Oct-18

 

13-Nov-18

 

5,180

1,119

 

1,148

 

 

James Keith Esse 09H

 

Live Oak

 

20-Jul-18

 

12-Oct-18

 

13-Nov-18

 

5,164

1,333

 

1,291

 

 

Idylwood 04H

 

Live Oak

 

3-Aug-18

 

28-Sep-18

 

16-Oct-18

 

6,445

1,021

 

1,079

 

 

Idylwood 05H

 

Live Oak

 

3-Aug-18

 

28-Sep-18

 

16-Oct-18

 

5,487

1,171

 

1,152

 

 

Harlan Bethune 22H

 

Live Oak

 

17-Sep-18

 

27-Nov-18

 

15-Dec-18

 

5,301

 

 

 

Harlan Bethune 23H

 

Live Oak

 

21-Sep-18

 

27-Nov-18

 

15-Dec-18

 

5,621

1,330

 

 

 

Harlan Bethune 24H

 

Live Oak

 

25-Sep-18

 

27-Nov-18

 

15-Dec-18

 

5,737

 

 

 

Hoskins 20H

 

McMullen

 

25-Sep-18

 

9-Nov-18

 

2-Dec-18

 

7,266

561

 

 

 

Hoskins 21H

 

McMullen

 

27-Sep-18

 

9-Nov-18

 

2-Dec-18

 

7,116

909

 

 

 

Roy Esse 15H

 

Live Oak

 

1-Dec-18

 

 

 

 

 

 

 

Roy Esse 16H

 

Live Oak

 

28-Nov-18

 

 

 

 

 

 

 

Roy Esse 17H

 

Live Oak

 

26-Nov-18

 

 

 

 

 

 

 

Roy Esse 18H

 

Live Oak

 

24-Nov-18

 

 

 

 

 

 

 

Red Ranch 18H

 

Dimmit

 

20-Nov-18

 

8-Jan-19

 

 

 

 

 

 

Red Ranch 19H

 

Dimmit

 

19-Nov-18

 

8-Jan-19

 

 

 

 

 

 

 

3


 

For more information, please  contact:
United States:
John Roberts
VP Finance & Investor Relations
Tel: +1 (720) 638-2400

Eric McCrady
CEO and Managing Director
Tel: +1 (303) 543-5703

 

 

Australia:
Mike Hannell
Chairman
Tel: +61 8 8363 0388

 

 

About Sundance Energy Australia Limited

 

Sundance Energy Australia Limited (“Sundance” or the “Company”) is an Australian-based, independent energy exploration company, with a wholly owned US subsidiary, Sundance Energy Inc., located in Denver, Colorado, USA. The Company is focused on the acquisition and development of large, repeatable oil and natural gas resource plays in North America. Current activities are focused in the Eagle Ford.  A comprehensive overview of the Company can be found on Sundance’s website at www.sundanceenergy.net

 

Summary Information

 

The following disclaimer applies to this document and any information contained in it. The information in this release is of general background and does not purport to be complete. It should be read in conjunction with Sundance’s periodic and continuous disclosure announcements lodged with ASX Limited that are available at www.asx.com.au and Sundance’s filings with the Securities and Exchange Commission available at www.sec.gov.

 

Forward Looking Statements

 

This release may contain forward-looking statements. These statements relate to the Company’s expectations, beliefs, intentions or strategies regarding the future. These statements can be identified by the use of words like “anticipate”, “believe”, “intend”, “estimate”, “expect”, “may”, “plan”, “project”, “will”, “should”, “seek” and similar words or expressions containing same.

 

These forward-looking statements reflect the Company’s views and assumptions with respect to future events as of the date of this release and are subject to a variety of unpredictable risks, uncertainties, and other unknowns. Actual and future results and trends could differ materially from those set forth in such statements due to various factors, many of which are beyond our ability to control or predict. These include, but are not limited to, risks or uncertainties associated with the discovery and development of oil and natural gas reserves, cash flows and liquidity, business and financial strategy, budget, projections and operating results, oil and natural gas prices, amount, nature and timing of capital expenditures, including future development costs, availability and terms of capital and general economic and business conditions. Given these uncertainties, no one should place undue reliance on any forward looking statements attributable to Sundance, or any of its affiliates or persons acting on its behalf.  Although every effort has been made to ensure this release sets forth a fair and accurate view, we do not undertake any obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

 

4


 

+Rule 5.5

 

Appendix 5B

 

Mining exploration entity and oil and gas exploration entity quarterly report

 

Introduced 01/07/96 Origin Appendix 8 Amended 01/07/97, 01/07/98, 30/09/01, 01/06/10, 17/12/10, 01/05/13, 01/09/16

 

Name of entity

 

 

 

Sundance Energy Australia Limited

 

 

 

ABN

Quarter ended (“current quarter”)

 

 

76 112 202 883

31 December 2018

 

Consolidated statement of cash flows

 

Current quarter
$US’000

 

Year to date
(12 months)
$US’000

 

1.

Cash flows from operating activities

 

 

 

 

 

1.1

Receipts from customers

 

63,335

 

156,231

 

1.2

Payments for

 

 

 

 

 

 

(a)              exploration & evaluation

 

(1,029

)

(7,430

)

 

(b)              development

 

(81,031

)

(163,521

)

 

(c)               production

 

(16,054

)

(45,149

)

 

(d)              staff costs

 

(2,316

)

(10,090

)

 

(e)               administration and corporate costs (1)

 

(2,764

)

(22,069

)

1.3

Dividends received (see note 3)

 

 

 

1.4

Interest received

 

 

 

1.5

Interest and other costs of finance paid (2)

 

(7,242

)

(26,862

)

1.6

Income taxes paid (3)

 

 

(2,301

)

1.7

Research and development refunds

 

 

 

1.8

Other (realised derivatives, derivative premiums and GST)

 

1,391

 

(4,799

)

1.9

Net cash from / (used in) operating activities

 

(45,710

)

(125,990

)

 


(1)         YTD includes approximately $12.4 million of transaction costs related to the Eagle Ford acquisition completed on 23 April 2018.

(2)         During the year ended 31 December 2018, the Company made five quarterly payments on its term loans.

(3)         YTD includes a $2.3 million U.S. Federal withholding tax payment related to interest on an intercompany loan.

 

+ See chapter 19 for defined terms

1 September 2016

 

1


 

Consolidated statement of cash flows

 

Current quarter
$US’000

 

Year to date
(12 months)
$US’000

 

2.

Cash flows from investing activities

 

 

 

 

 

2.1

Payments to acquire:

 

 

 

 

 

 

(a)              property, plant and equipment

 

(119

)

(365

)

 

(b)              tenements (see item 10) (4)

 

(105

)

(215,870

)

 

(c)               investments

 

 

 

 

(d)              other non-current assets

 

 

 

2.2

Proceeds from the disposal of:

 

 

 

 

 

 

(a)              property, plant and equipment

 

100

 

100

 

 

(b)              tenements (see item 10)

 

 

 

 

(c)               investments

 

 

 

 

(d)              other non-current assets

 

 

 

2.3

Cash flows from loans to other entities

 

 

 

2.4

Dividends received

 

 

 

2.5

Other (provide details if material)

 

 

 

2.6

Net cash from / (used in) investing activities

 

(124

)

(216,135

)

 

 

 

 

 

 

 

3.

Cash flows from financing activities

 

 

 

 

 

3.1

Proceeds from issues of shares

 

 

253,517

 

3.2

Proceeds from issue of convertible notes

 

 

 

3.3

Proceeds from exercise of share options

 

 

 

3.4

Transaction costs related to issues of shares, convertible notes or options

 

 

(10,304

)

3.5

Proceeds from borrowings

 

45,000

 

315,000

 

3.6

Repayment of borrowings

 

 

(192,000

)

3.7

Transaction costs related to loans and borrowings

 

(209

)

(16,909

)

3.8

Dividends paid

 

 

 

 

 

3.9

Other (provide details if material) (4)

 

 

(11,346

)

3.10

Net cash from / (used in) financing activities

 

44,791

 

337,958

 

 


(4)  During the first and second quarters of 2018, the Company repaid its revenue advance from its oil purchaser in full ($18.2 million).  In addition, the Company realized a gain of $6.8 million from foreign currency derivatives put in place to protect cash flows associated with its equity raise during the same period.

 

2


 

Consolidated statement of cash flows

 

Current quarter
$US’000

 

Year to date
(12 months)
$US’000

 

4.

Net increase / (decrease) in cash and cash equivalents for the period

 

 

 

 

 

4.1

Cash and cash equivalents at beginning of period

 

2,662

 

5,761

 

4.2

Net cash from / (used in) operating activities (item 1.9 above)

 

(45,710

)

(125,990

)

4.3

Net cash from / (used in) investing activities (item 2.6 above)

 

(124

)

(216,135

)

4.4

Net cash from / (used in) financing activities (item 3.10 above)

 

44,791

 

337,958

 

4.5

Effect of movement in exchange rates on cash held

 

(39

)

(14

)

4.6

Cash and cash equivalents at end of period

 

1,580

 

1,580

 

 

 

 

 

 

 

 

 

 

 

Current quarter
$US’000

 

Previous quarter
$US’000

 

5.

Reconciliation of cash and cash equivalents
at the end of the quarter (as shown in the consolidated statement of cash flows) to the related items in the accounts

 

 

 

 

 

5.1

Bank balances

 

1,580

 

2,662

 

5.2

Call deposits

 

 

 

5.3

Bank overdrafts

 

 

 

5.4

Other (provide details)

 

 

 

5.5

Cash and cash equivalents at end of quarter (should equal item 4.6 above)

 

1,580

 

2,662

 

 

 

 

 

 

 

 

 

 

 

 

 

Current quarter
$US’000

 

6.

Payments to directors of the entity and their associates

 

 

 

 

 

6.1

Aggregate amount of payments to these parties included in item 1.2

 

 

 

352

 

6.2

Aggregate amount of cash flow from loans to these parties included in item 2.3

 

 

 

 

6.3

Include below any explanation necessary to understand the transactions included in items 6.1 and 6.2

 

 

6.1 Includes cash payments for fees paid to outside directors and salaries paid to the Managing Director during the quarter.

 

3


 

 

 

 

 

 

Current quarter
$US’000

 

7.

Payments to related entities of the entity and their associates

 

 

 

 

 

7.1

Aggregate amount of payments to these parties included in item 1.2

 

 

 

NIL

 

7.2

Aggregate amount of cash flow from loans to these parties included in item 2.3

 

 

 

 

7.3

Include below any explanation necessary to understand the transactions included in items 7.1 and 7.2

 

 

 

 

 

Total facility amount
at quarter end
$US’000

 

Amount drawn at
quarter end
$US’000

 

8.

Financing facilities available
Add notes as necessary for an understanding of the position

 

 

 

 

 

8.1

Loan facilities (1)

 

372,500

 

315,000

 

8.2

Credit standby arrangements (2)

 

 

12,000

 

8.3

Other (please specify)

 

 

 

8.4

Include below a description of each facility above, including the lender, interest rate and whether it is secured or unsecured. If any additional facilities have been entered into or are proposed to be entered into after quarter end, include details of those facilities as well.

 

 


(1)         Consists of 1) $250 million syndicated second lien term loan with Morgan Stanley and 2) $250 million revolving credit facility with Natixis ($122.5 million borrowing base as of quarter end).  There was $65 million outstanding on the revolving credit facility at 31 December 2018, plus the letter of credit noted in 8.2.  As at 31 December 2018, the interest rate on the term loan was 10.8%, and the weighted average interest rate on the revolving credit facility was 5.4%.

(2)         The Company has $12 million of letters of credit in place for minimum revenue guarantees under certain of its midstream contracts.  The letter of credit reduces the amount available for borrowing under its revolving credit facility. 

 

 

 

 

 

 

$US’000

 

9.

Estimated cash outflows for next quarter

 

 

 

 

 

9.1

Exploration and evaluation

 

 

 

 

9.2

Development

 

 

 

(55,000

)

9.3

Production

 

 

 

(17,700

)

9.4

Staff costs

 

 

 

(2,400

)

9.5

Administration and corporate costs

 

 

 

(2,100

)

9.6

Other (provide details if material)

 

 

 

 

9.7

Total estimated cash outflows (1)

 

 

 

(77,200

)

 


(1)         Total estimated cash outflows prepared under accrual basis.

 

10.

 

Changes in
tenements
(items 2.1(b) and
2.2(b) above)

 

Tenement
reference
and
location

 

Nature of interest

 

Interest at
beginning
of quarter

 

Interest
at end of
quarter

 

10.1

 

Interests in mining tenements and petroleum tenements lapsed, relinquished or reduced

 

Eagle Ford

 

non-core expirations and administrative true-ups

 

52,271

 

52,001

(1)

10.2

 

Interests in mining tenements and petroleum tenements acquired or increased

 

 

 

 

 

 

 

 

 

 


(1) Excludes 5,246 net acres targeting non-Eagle Ford formations located within the same operating area.

 

4


 

Compliance statement

 

1                               This statement has been prepared in accordance with accounting standards and policies which comply with Listing Rule 19.11A.

 

2                               This statement gives a true and fair view of the matters disclosed.

 

 

Sign here:

 

Date: 31 January 2019

 

 

 

Managing Director and Chief Executive Officer

 

 

 

 

 

Print name:  Eric McCrady

 

 

 

Notes

 

1.                            The quarterly report provides a basis for informing the market how the entity’s activities have been financed for the past quarter and the effect on its cash position. An entity that wishes to disclose additional information is encouraged to do so, in a note or notes included in or attached to this report.

 

2.                            If this quarterly report has been prepared in accordance with Australian Accounting Standards, the definitions in, and provisions of, AASB 6: Exploration for and Evaluation of Mineral Resources and AASB 107: Statement of Cash Flows apply to this report. If this quarterly report has been prepared in accordance with other accounting standards agreed by ASX pursuant to Listing Rule 19.11A, the corresponding equivalent standards apply to this report.

 

3.                            Dividends received may be classified either as cash flows from operating activities or cash flows from investing activities, depending on the accounting policy of the entity.

 

5