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Form 8-K Bonanza Creek Energy, For: Feb 03

February 3, 2015 6:27 AM EST

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

February�3, 2015

Date of Report (Date of earliest event reported)

Bonanza Creek Energy,�Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-35371

61-1630631

(State or other jurisdiction of
incorporation or organization)

(Commission File No.)

(I.R.S. employer identification
number)

410 17th Street, Suite�1400

Denver, Colorado 80202

(Address of principal executive offices, including zip code)

(720) 440-6100

(Registrant�s telephone number, including area code)

Check the appropriate box below if the Form�8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

o����������� Written communications pursuant to Rule�425 under the Securities Act (17 CFR 230.425)

o����������� 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 8.01 Other Events.

Bonanza Creek Energy,�Inc. (the �Company�) has received an audit report evaluating the Company�s oil and natural gas properties as of December�31, 2014, prepared by Netherland, Sewell�& Associates,�Inc., the independent petroleum engineer of the Company. A copy of the audit report is filed as Exhibit�99.1 to this Current Report on Form�8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)� Exhibits

2



Exhibit�Number

Description

23.1

Consent of Netherland Sewell�& Associates,�Inc.

99.1

Reserve Estimate Report of Netherland Sewell�& Associates,�Inc.

3



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.

Bonanza Creek Energy,�Inc.

Date: February�3, 2015

By:

/s/ Christopher I. Humber

Christopher I. Humber

Executive Vice President, General Counsel and Secretary

4



INDEX TO EXHIBITS

Exhibit�Number

Description

23.1

Consent of Netherland Sewell�& Associates,�Inc.

99.1

Reserve Estimate Report of Netherland Sewell�& Associates,�Inc.

5


Exhibit 23.1

CONSENT OF INDEPENDENT PETROLEUM ENGINEERS AND GEOLOGISTS

As independent petroleum engineers, we hereby consent to the inclusion of information included or incorporated by reference in the Registration Statements on Form�S-8 (Registration No.�333-179207) and Form�S-3 (Registration Nos. 333-186019 and 333-197901) of Bonanza Creek Energy,�Inc. (the �Company�) with respect to the information from our firm�s report dated January�15, 2014, included in the Annual Report on Form�10-K of the Company for the fiscal year ended December�31, 2013, and our firm�s audit letter dated January�14, 2015, which set forth the estimates of revenues from the Company�s oil and gas reserves as of December�31, 2013, and December�31, 2014, respectively, in reliance upon the authority of this firm as experts in petroleum engineering.� We hereby further consent to the reference to this firm under the heading �Experts� in such Registration Statements.

NETHERLAND, SEWELL�& ASSOCIATES,�INC.

By:

C.H. (Scott) Rees III

C.H. (Scott) Rees III, P.E.

Chairman and Chief Executive Officer

Dallas, Texas

February�3, 2015


Exhibit 99.1

January�14, 2015

Mr.�Marvin Chronister

Reserves Committee of Bonanza Creek Energy,�Inc.

c/o Bonanza Creek Energy,�Inc.

410 Seventeenth Street, Suite�1400

Denver, Colorado 80202

Dear Mr.�Chronister:

In accordance with your request, we have audited the estimates prepared by Bonanza Creek Energy,�Inc. (BCEI), as of December�31, 2014, of the proved reserves and future revenue to the BCEI interest in certain oil and gas properties located in Arkansas and Colorado.� It is our understanding that the proved reserves estimated herein constitute all of the proved reserves owned by BCEI.� We have examined the estimates with respect to reserves quantities, reserves categorization, future producing rates, future net revenue, and the present value of such future net revenue, using the definitions set forth in U.S. Securities and Exchange Commission (SEC) Regulation S-X Rule�4-10(a).� The estimates of reserves and future revenue have been prepared in accordance with the definitions and regulations of the SEC and, with the exception of the exclusion of future income taxes, conform to the FASB Accounting Standards Codification Topic 932, Extractive Activities�Oil and Gas.� We completed our audit on or about the date of this letter.� This report has been prepared for BCEI�s use in filing with the SEC; in our opinion the assumptions, data, methods, and procedures used in the preparation of this report are appropriate for such purpose.

The following table sets forth BCEI�s estimates of the net reserves and future net revenue, as of December�31, 2014, for the audited properties:

Net�Reserves

Future�Net�Revenue�(M$)

Oil

NGL

Gas

Present�Worth

Category

(MBBL)

(MBBL)

(MMCF)

Total

at�10%

Proved Developed Producing

26,089.0

1,423.2

82,892.6

1,543,414.4

955,831.0

Proved Developed Non-Producing

2,254.5

774.8

11,601.1

126,784.4

108,430.0

Proved Undeveloped

26,415.5

1,154.4

94,057.5

900,932.5

276,201.3

Total Proved

54,759.0

3,352.4

188,551.2

2,571,131.5

1,340,462.4

Totals may not add because of rounding.

The oil volumes shown include crude oil and condensate.� Oil and natural gas liquids (NGL) volumes are expressed in thousands of barrels (MBBL); a barrel is equivalent to 42 United States gallons.� Gas volumes are expressed in millions of cubic feet (MMCF) at standard temperature and pressure bases.

When compared on a lease-by-lease basis, some of the estimates of BCEI are greater and some are less than the estimates of Netherland, Sewell�& Associates,�Inc. (NSAI).� However, in our opinion the estimates of BCEI�s proved reserves and future revenue shown herein are, in the aggregate, reasonable and have been prepared in accordance with the Standards Pertaining to the Estimating and Auditing of Oil and Gas Reserves Information promulgated by the Society of Petroleum Engineers (SPE Standards).� Additionally, these estimates are within the recommended 10 percent tolerance threshold set forth in the SPE Standards.� We are satisfied with the methods and procedures used by BCEI in preparing the December�31, 2014, estimates of reserves and future revenue, and we saw nothing of an unusual nature that would cause us to take exception with the estimates, in the aggregate, as prepared by BCEI.



The estimates shown herein are for proved reserves.� BCEI�s estimates do not include probable or possible reserves that may exist for these properties, nor do they include any value for undeveloped acreage beyond those tracts for which undeveloped reserves have been estimated.� Reserves categorization conveys the relative degree of certainty; reserves subcategorization is based on development and production status.� The estimates of reserves and future revenue included herein have not been adjusted for risk.

Prices used by BCEI are based on the 12-month unweighted arithmetic average of the first-day-of-the-month price for each month in the period January�through December�2014.� For oil and NGL volumes, the average West Texas Intermediate spot price of $94.99 per barrel is adjusted for quality, transportation fees, and market differentials.� For gas volumes, the average Henry Hub spot price of $4.350 per MMBTU is adjusted for energy content, transportation fees, and market differentials.� All prices are held constant throughout the lives of the properties.� The average adjusted product prices weighted by production over the remaining lives of the properties are $84.28 per barrel of oil, $51.01 per barrel of NGL, and $5.239 per MCF of gas.

Operating costs used by BCEI are based on historical operating expense records.� For the nonoperated properties, these costs include the per-well overhead expenses allowed under joint operating agreements along with estimates of costs to be incurred at and below the district and field levels.� Operating costs for the operated properties are limited to direct lease- and field-level costs and BCEI�s estimate of the portion of its headquarters general and administrative overhead expenses necessary to operate the properties.� Operating costs have been divided into per-well costs and per-unit-of-production costs.� Capital costs used by BCEI are based on authorizations for expenditure and actual costs from recent activity.� Capital costs are included as required for workovers, new development wells, and production equipment.� Operating costs and capital costs are not escalated for inflation.� Estimates do not include any salvage value for the lease and well equipment or the cost of abandoning the properties.

The reserves shown in this report are estimates only and should not be construed as exact quantities.� Proved reserves are those quantities of oil and gas which, by analysis of engineering and geoscience data, can be estimated with reasonable certainty to be economically producible; probable and possible reserves are those additional reserves which are sequentially less certain to be recovered than proved reserves.� Estimates of reserves may increase or decrease as a result of market conditions, future operations, changes in regulations, or actual reservoir performance.� In addition to the primary economic assumptions discussed herein, estimates of BCEI and NSAI are based on certain assumptions including, but not limited to, that the properties will be developed consistent with current development plans as provided to us by BCEI, that the properties will be operated in a prudent manner, that no governmental regulations or controls will be put in place that would impact the ability of the interest owner to recover the reserves, and that projections of future production will prove consistent with actual performance.� If the reserves are recovered, the revenues therefrom and the costs related thereto could be more or less than the estimated amounts.� Because of governmental policies and uncertainties of supply and demand, the sales rates, prices received for the reserves, and costs incurred in recovering such reserves may vary from assumptions made while preparing these estimates.

It should be understood that our audit does not constitute a complete reserves study of the audited oil and gas properties.� Our audit consisted primarily of substantive testing, wherein we conducted a detailed review of all properties.� In the conduct of our audit, we have not independently verified the accuracy and completeness of information and data furnished by BCEI with respect to ownership interests, oil and gas production, well test data, historical costs of operation and development, product prices, or any agreements relating to current and future operations of the properties and sales of production.� However, if in the course of our examination something came to our attention that brought into question the validity or sufficiency of any such information or data, we did not rely on such information or data until we had satisfactorily resolved our questions relating thereto or had independently verified such information or data.� Our audit did not include a review of BCEI�s overall reserves management processes and practices.

We used standard engineering and geoscience methods, or a combination of methods, including performance analysis, volumetric analysis, and analogy, that we considered to be appropriate and necessary to establish the



conclusions set forth herein.� As in all aspects of oil and gas evaluation, there are uncertainties inherent in the interpretation of engineering and geoscience data; therefore, our conclusions necessarily represent only informed professional judgment.

Supporting data documenting this audit, along with data provided by BCEI, are on file in our office.� The technical persons responsible for conducting this audit meet the requirements regarding qualifications, independence, objectivity, and confidentiality set forth in the SPE Standards.� Dan Paul Smith, a Licensed Professional Engineer in the State of Texas, has been practicing consulting petroleum engineering at NSAI since 1980 and has over 7 years of prior industry experience.� John G. Hattner, a Licensed Professional Geoscientist in the State of Texas, has been practicing consulting petroleum geoscience at NSAI since 1991 and has over 11 years of prior industry experience.� We are independent petroleum engineers, geologists, geophysicists, and petrophysicists; we do not own an interest in these properties nor are we employed on a contingent basis.

Sincerely,

NETHERLAND, SEWELL�& ASSOCIATES,�INC.

Texas Registered Engineering Firm F-2699

By:

/s/ C.H. (Scott) Rees III

C.H. (Scott) Rees III, P.E.

Chairman and Chief Executive Officer

By:

/s/ Dan Paul Smith

By:

/s/ John G. Hattner

Dan Paul Smith, P.E. 49093

John G. Hattner, P.G. 559

Senior Vice President

Senior Vice President

Date Signed: January�14, 2015

Date Signed: January�14, 2015

DPS:AHA

Please be advised that the digital document you are viewing is provided by Netherland, Sewell�& Associates,�Inc. (NSAI) as a convenience to our clients.� The digital document is intended to be substantively the same as the original signed document maintained by NSAI.� The digital document is subject to the parameters, limitations, and conditions stated in the original document.� In the event of any differences between the digital document and the original document, the original document shall control and supersede the digital document.




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