RAM Energy Resources, Inc. (Nasdaq: RAM) today announced that it has reached an agreement in principle to sell a majority interest in the company’s Electra/Burkburnett field, located in Wichita and Wilbarger Counties, Texas, to Argent Energy Trust, a recently formed Canadian energy trust. Argent has filed a preliminary prospectus with the Canadian regulatory authorities for an initial public offering of its trust units in Canada. The preliminary prospectus describes Argent’s intent to acquire an undivided 90% interest in RAM’s Electra/Burkburnett property with a portion of the IPO proceeds and sets out the expected terms of the transaction. The sale is contingent upon the successful completion of the IPO, the negotiation and execution of a definitive purchase and sale agreement and the negotiation and execution of an agreement for the further development of the property with RAM continuing to serve as operator following the closing.
RAM plans to use the anticipated proceeds from the sale of its working interest in the Electra/Burkburnett properties to reduce the indebtedness outstanding under the company’s senior secured credit facilities. The balance outstanding under the facilities at June 30, 2011 was $205 million, composed of $75 million of term debt bearing an interest rate of LIBOR plus 9% and $130 million under the revolving credit facility with a current usage-based interest rate of LIBOR plus 3%. RAM expects to apply $75 million of the sale proceeds to repay in full the high-cost term loan facility, with the balance, less fees, prepayment premiums and other transaction expenses, applied to reduce current borrowings under the revolver. Closing would be expected to occur sometime in early October 2011, provided a successful completion of the Argent IPO and the satisfaction of all closing conditions transpire.
The offering of trust units of Argent Energy Trust will be made within the United States only by Argent to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”).