HOUSTON AMERICAN ENERGY CORP

Transcription

1 HOUSTON AMERICAN ENERGY CORP FORM 8-K (Current reprt filing) Filed 09/23/09 fr the Perid Ending 09/21/09 Address 801 TRAVIS STREET, SUITE 2020 HOUSTON, TX Telephne CIK Symbl HUSA SIC Cde Crude Petrleum and Natural Gas Industry Oil & Gas Operatins Sectr Energy Fiscal Year 12/31 Cpyright 2009, EDGAR Online, Inc. All Rights Reserved. Distributin and use f this dcument restricted under EDGAR Online, Inc. Terms f Use.

2 SECURITIES AND EXCHANGE COMMISSION Washingtn, D.C FORM 8-K CURRENT REPORT Pursuant t Sectin 13 r 15(d) f the Securities Exchange Act f 1934 Date f reprt (Date f earliest event reprted): September 21, 2009 HOUSTON AMERICAN ENERGY CORP. (Exact name f registrant as specified in Charter) Delaware (State r ther jurisdictin f incrpratin (Cmmissin File N.) (IRS Emplyer Identificatin N.) r rganizatin) 801 Travis Street, Suite 1425 Hustn, Texas (Address f Principal Executive Offices)(Zip Cde) (Issuer Telephne number) (Frmer name r frmer address, if changed since last reprt) Check the apprpriate bx belw if the Frm 8-K filing is intended t simultaneusly satisfy the filing bligatins f the registrant under any f the fllwing prvisins (see General Instructin A.2. belw): Written cmmunicatins pursuant t Rule 425 under the Securities Act (17 CFR ) Sliciting material pursuant t Rule 14a-12 under the Exchange Act (17 CFR a-12) Pre-cmmencement cmmunicatins pursuant t Rule 14d-2(b) under the Exchange Act (17 CFR d-2(b)) Pre-cmmencement cmmunicatins pursuant t Rule 13e-4(c) under the Exchange Act (17 CFR e-4(c)) 1

3 Item Regulatin FD Disclsure On September 21, 2009, management f Hustn American Energy Crp (the Cmpany ) was advised that Hupecl LLC ( Hupecl ) had retained Sctia Waterus fr purpses f evaluating a pssible transactin (a Transactin ) invlving the mnetizatin f six explratin and prductin cntracts cvering apprximately 413,000 acres cmprising the Lena Blck, La Cuerva Blck, Drtea Blck, Las Garzas Blck and Cabina Blck in Clmbia. The Transactin may invlve the sale f sme r all f the assets and peratins f the subject prperties, an exchange r trade f assets, r ther similar transactin and may be effected in a single transactin r a series f transactins. Sctia Waterus has established a prcess whereby interested parties may evaluate a ptential Transactin with the bjective f cmpleting ne r mre Transactins befre year-end Attached as Exhibit 99.1 is an excerpt f infrmatin psted n the website f Sctia Waterus relating t the prpsed Transactin and the interests being ffered. Neither this Frm 8-K nr Exhibit 99.1 attached cnstitutes an ffer f the prperties described r f any securities. The infrmatin in Item 7.01 f this Current Reprt n Frm 8-K and Exhibit 99.1 attached heret is being furnished pursuant t Item 7.01 f Frm 8-K and shall nt, except t the extent required by applicable law r regulatin, be deemed filed by the Cmpany fr purpses f Sectin 18 f the Securities Exchange Act f 1934, as amended, r therwise subject t the liabilities f that Sectin, nr shall any f such infrmatin r exhibits be deemed incrprated by reference int any filing under the Securities Act f 1933, as amended, r the Securities Exchange Act f 1934, as amended. Item 9.01 (d) Financial Statements and Exhibits. Exhibits 99.1 Excerpt frm Sctia Waterus website describing prperties ffered fr sale by Hupecl by Sctia Waterus SIGNATURES Pursuant t the requirements f the Securities Exchange Act f 1934, the Registrant has duly caused this Reprt t be signed n its behalf by the undersigned hereunt duly authrized. HOUSTON AMERICAN ENERGY CORP. Dated: September 23, 2009 By: /s/ Jhn F. Terwilliger Jhn F. Terwilliger, President and Chief Executive Officer 2

4 Sctia Waterus (USA) Inc. ( Sctia Waterus ) has been retained as exclusive financial advisr by Hupecl (the Cmpany ) t explre alternatives t ptimize the Cmpany s prtfli, including the divestment f Hupecl s interests in certain assets in Clmbia s Llans Basin (the Offering ).

5 BACKGROUND TO SALE Hupecl is a private E&P cmpany funded in 1998, headquartered in Hustn, Texas, which maintains a branch ffice in Bgtá, Clmbia. The Cmpany strategically explres and develps assets thrugh seismic acquisitin and drilling prgrams. Hupecl emplys a wildcatter s perspective, as shwn when they entered Clmbia in 1998, several years befre the regin caught n with many internatinal players. The Offering, including interests in six Clmbian E&P cntracts, represents an exciting pprtunity t acquire a slid acreage psitin fr new entrants t Clmbia, r fr thse lking t grw their prtfli. Hupecl is ffering existing prductin alngside substantial explratin and develpment ptential in the heart f the updip Llans Basin il prducing trend. The cntracts, awarded t Hupecl by Clmbia s Natinal Hydrcarbns Assciatin (ANH), are held 100%. They reside in three Delaware-based entities while all blcks are perated by a furth subsidiary, Hupecl Operating, LLC. Blcks included with the Offering are cmprised f apprximately 413,000 grss acres. In keeping with Cmpany strategy, Hupecl has acquired and prcessed an extensive inventry f 3D seismic data ver each blck and has amassed an inventry f high-quality prspects and ready-t-drill lcatins (40+ lcatins already identified), with thers waiting n cmpletin (due t seasnal access cnstraints). Third-party reserves, estimated by Lnquist and C. LLC, shw net Prved reserves f 8.4 MMbbl and 2P vlumes estimated at 11.1 MMbbl with a PV-10% value f US$263 millin (06/30/2009). The blcks cntain an additinal 2.1 MMbbl f Pssible reserves. Cnsiderable prspective resurces, sme 35 MMbbl, have als been identified. Hupecl has been successful in grwing its prductin rate frm their cnsiderable reserve base. Net prductin rates average sme 4,000 bbl/day (early September 2009) frm fur wells with il gravities ranging frm 16 t 34 API. The Cmpany expects that Cabina wells shuld return t prductin by the mid-september (rad maintenance nw cmplete), which, alng with the cmpletin f a wrkver in Drtea, shuld bring ttal average daily rates t nearly 6,000 bbl/day by the end f September. Anther fur wells, lcated in La Cuerva and Las Garzas, are cllectively capable f prducing 5,000+ bbl/day are temprarily shut-in due t seasnal access restrictins. These wells are expected t cme nstream in January Hupecl als hlds a sizable inventry f infill drilling lcatins and prspects, which are expected t imprve verall prductin t mre than 9,000 bbl/day in 2011 based n Prved reserves alne.

6 Highlights f the Offering include: Interests in six explratin and prductin blcks in Clmbia All blcks are 100% WI, and perated by Hupecl Cntracts are 8% Ryalty, and n X-factr, a cnsiderable advantage ver many ther recently signed cntracts Cntracts d nt cntain verrides r preferential rights; all bligatins have been met Opprtunity t acquire current prductin with substantial explratin and develpment upside Net prductin f 4,000 bbl/day (September 2009), expect t surpass 6,000 bbl/day by December 2009; tested ver 5,000 bbl/day frm fur new wells (temprarily shut-in) Targeted reservirs, typically in the Carbnera fund at 4,000 t 6,000 ft, have excellent prductin characteristics Prved + Prbable reserves f mre than 11 MMbe certified by third-party reserve engineers Lnquist & C., LLC (6/30/2009) with a PV-10% f apprximately $300 millin Prved: 8.6 MMbbl il (30% Prved Develped); Prbable and Pssible: 4.9 MMbbl; mre than 34 MMbbl f Prspective Resurces identified Widespread 3D seismic cverage ver reservirs f excellent quality Updated reserve reprt expected early Octber t accunt fr recent well results and an updated drilling schedule Current infrastructure capable f handling existing prductin and identified upside Strng, experienced field staff effectively managing field peratins TRANSACTION PROCESS Cmpanies interested in gaining access t cnfidential infrmatin are required t execute the Hupecl Cnfidentiality Agreement ( CA ), lcated at Interested parties are asked t send an executed CA t the attentin f Ignaci Scuseria via (ignaci_scuseria@sctiawaterus.cm) r by fax t +1 (713) , fllwed by tw riginals t Sctia Waterus Hustn ffice. Once the CA has been apprved, interested parties shall be prvided access t the Virtual Data Rm ( VDR ), accessible via which huses the vast majrity f the data. The Physical Data Rms are lcated in Sctia Waterus Hustn, Texas ffice as well as Hupecl s ffice in Bgta, Clmbia. There, interested parties may review therwise unavailable evaluatin material including seismic data, and take part in a Data Rm presentatin given by Sctia Waterus staff. The presentatin may als be available via telecnference fr thse unable t attend in persn. The expected timetable fr the transactin, t be further defined during the prcess, is as fllws: Milestne Date Infrmatin Memrandum available Octber 05, 2009 Physical/Virtual Data Rms Open Octber 12, 2009 Prpsals Due Nvember 19, 2009 Transactin Clsing December 15, 2009