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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 1, 2010
ENCORE ACQUISITION COMPANY
(Exact name of registrant as specified in its charter)
         
Delaware   001-16295   75-2759650
         
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)
     
777 Main Street, Suite 1400, Fort Worth, Texas   76102
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: (817) 877-9955
Not applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
þ   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 2.02 Results of Operations and Financial Condition
     On February 1, 2010, Encore Acquisition Company (“EAC”) issued a press release providing, among other things, (1) estimated proved oil and natural gas reserves as of December 31, 2009 and (2) certain fourth quarter operating results. A copy of the press release is furnished as Exhibit 99.1 to this Form 8-K.
     The information being furnished pursuant to Item 2.02 of this Form 8-K and in Exhibit 99.1 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 8.01 Other Events.
     EAC’s total proved oil and natural gas reserves as of December 31, 2009 were 220.3 million barrels of oil equivalent (“MMBOE”), consisting of 147.1 million barrels of crude oil, condensate, and natural gas liquids and 439.1 billion cubic feet of natural gas. EAC produced 15.7 MMBOE during 2009, averaging 45,143 barrels of oil equivalent per day during the fourth quarter of 2009.
     At December 31, 2009, oil reserves accounted for 67 percent of EAC’s total proved reserves, and 80 percent of EAC’s total proved reserves are developed.
     The following table summarizes the changes in proved reserves during 2009 (in thousands of barrels of oil equivalent):
         
Reserves at December 31, 2008
    185,705  
Purchases of minerals-in-place
    24,078  
Sales of minerals-in-place
    (117 )
Extensions and discoveries
    21,502  
Revisions
    4,774  
Production
    (15,669 )
 
       
Reserves at December 31, 2009
    220,273  
 
       
     Based on the average NYMEX oil price of $75.98 per barrel for the fourth quarter of 2009, EAC’s wellhead differential was negative $8.04 per barrel for the quarter. Based on the average NYMEX natural gas price of $4.17 per thousand cubic feet (“Mcf”) for the fourth quarter of 2009, EAC’s wellhead differential was positive $0.49 per Mcf for the quarter.
     In the press release, EAC uses the financial measure of PV-10 Value. PV-10 Value is the present value of estimated future revenues expected to be generated from the production of proved reserves, net of estimated future production and development costs, using prices and costs as of the date of estimation without future escalation, without giving effect to commodity derivative activities, non-property related expenses such as general and administrative expenses, debt service, depletion, depreciation, and amortization, and income taxes, discounted at an annual rate of 10 percent.
     EAC’s oil and natural gas reserves and related PV-10 Value are derived from the reports of Miller and Lents, Ltd., an independent petroleum engineering firm.
Item 9.01 Financial Statements and Exhibits
     (d) Exhibits
  99.1   Press Release dated February 1, 2010 (furnished pursuant to Item 2.02 of this Form 8-K).
   
  99.2   Consent of Miller and Lents, Ltd.

 


 

SIGNATURE
     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 hereunto duly authorized.
         
  ENCORE ACQUISITION COMPANY
 
 
Date: February 1, 2010  By:   /s/ Andrea Hunter    
  Andrea Hunter   
  Vice President, Controller, and
Principal Accounting Officer
 
 

 


 

         
EXHIBIT INDEX
     
Exhibit No.   Description
 
   
99.1
  Press Release dated February 1, 2010.
   
99.2
  Consent of Miller and Lents, Ltd.