Case File
efta-01369691DOJ Data Set 10OtherEFTA01369691
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DOJ Data Set 10
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efta-01369691
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SILVER
RUN
CENTENNIAL
Deutsche Bank served as the
Joint Equity Capital Markets
Advisor for Silver Run Acquisition
Corp. ("SRAO•) on its $1.74bn
acquisition of Centennial
Resource Production, LLC
(*Centennial')
—Riverstone and its affiliated
funds co-invested through a
$810 milion PIPE
—Fidelity and Capital World also
participated via a $200 million
PIPE
In February 2016, Deutsche Bank
acted as the lead left bookrunner
on Silver Run's $500mm IPO
Illustrative PF Valuation
PF snares (mm)
$184
Total equity value
51.835
PF nut dobl
(5100)
Pro-forma Firm Value
51.735
Firm Value / AdJ. EBITDAX
FV r 2017E Adi EBITDAX
12 6x
FV 12018E Adj. EBITDAX
6.6x
Deutsche Bank
Corporate Banking & Securities
Silver Run Acquisition Corp. announces acquisition of
Centennial Resource Production for $1.74bn
Transaction overview
• On July 22. 2016, Silver Run Acquisition Corp. and Centennial Resource
Production announced the signing of a definitive merger agreement. whereby
S will acquire Centennial at an enterprise value of $1 74bn. representing
12.6x 2017E Adjusted EBITDAX of $138 million
• On July 6. 2016, certain funds controlled by Riverstone entered into an
agreement to acquire a majority interest in Centennial
• Riverstone and certain affiliates will contribute approximately 5810mm of
cash in exchange for Class A shares and will acquire a majority interest in
Centennial
-
The existing owners of Centennial will retain a signdicant equity stake in
Centennial (-11%)
• Successfully secured $200mm in PIPE commitments from institutional
investors to fund the remaining consideration
• Transaction expected to close in September 2016
• Ended Centennial's IPO plans to file for the first IPO of a U.S.
and gas
producer since 2014 price crash
— &Ivor Run expects that sponsor expenence will lead to better acreage
development in West Texas and subsequent higher valuations
Acreage map
Source. PIING. Olings
Company and business highlights
• Centennial Resource Development. Inc (COEV") was formed on August 30.
2012 by management. 3rd party investors and an affiliate of Natural Gas
Partners ("Nen-)
• On June 22. 2016, CDEV tied an S-1
— gross proceeds of 610Ornm from IPO expected to pay down 565mm of
existing term loan, credit facility and fund capes
— CDEV ultimately decided to exit through a sale process with Silver Run
• CDEV is an independent oil and gas company with assets concentrated in
the Delaware Basin
- largo. contiguous acreage in the Reeves. Ward and Pecos counties
- 61 horctontal producing wells 45 miles long by 20 miles vide
• operate -83% of -42.500 leasoWacquired not acres with -82% NWI
• 1.357 gross horizontal locations with a focus on extending laterally
• In 2015, operated an average one rig and 12 horizontal wells of production
- suspended drilling activity in March 2016 to preserve capital
- added one horizontal rig in June 2016 and expect to add a second rig in
4016
Investment highlights
0
0
0
0
0
Pure-play core Delaware Basin company
42.500 not acres primarily in Reeves and Ward counties
Approximately 7.200 board of net production
48.6MMboe of net prated reserves as of June 2016
Stacked pay consisting of 5 currently producing shale zones with
upside for 7 more
1.357 gross identified potential horizontal drilling locations
Among the best performers in the Southern Delaware Basin based on
production per lateral foot
4
CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e)
CONFIDENTIAL
SDNY_GM_00208305
DB-SDNY-0062121
EFTA01369691
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