Southern Pacific Resource Corp STPJF

Southern Pacific loses $5.6-million in Q2 fiscal 2

[M1DAS]

Mr. Byron Lutes reports - Southern Pacific Resource Corp. has released its financial and operational results for the quarter ended Dec. 31, 2012.

2013 FISCAL Q2 HIGHLIGHTS:

• Sold the first barrel of diluted bitumen "dilbit" from STP-McKay on October 24, 2012. The volumes in this quarter were sold primarily as intra-Alberta spot volumes while the Company awaited the commencement of its rail marketing arrangement that came into effect on January 1, 2013;
• Achieved cash from operating activities before net changes in non-cash working capital of $4.0 million for the quarter;
• In January, Southern Pacific loaded the first rail cars of dilbit from STP-McKay for delivery to Natchez, Mississippi. Southern Pacific has completed three, one month contracts directly with major refineries in the U.S. Gulf Coast. These contracts, which have secured pricing through the end of March 2013, provide access to U.S. Gulf Coast based pricing for the Company's dilbit and will substantially improve overall plant gate netbacks;
• During the quarter, Southern Pacific initiated trucking of a portion of its total oil production from STP-Senlac to a nearby rail terminal instead of shipping it down its connected pipeline, which improved overall netbacks by approximately $2.62/bbl. The Company has since committed to increase its oil sales by rail at STP-Senlac to 1,500 bbl/day for the months of January to March and has implemented new loading facility improvements. Southern Pacific is currently expecting to receive an improvement in plant gate netbacks of approximately $8.00/bbl as compared to a Western Canadian Select ("WCS") netback over total production at Senlac during the next quarter ending March 31, 2013 (fiscal Q3 2013);
• On January 25th, the Company completed both a senior secured second lien note issue for $260 million that retired the previous higher rate second lien term loan facility, and a $75 million senior secured credit facility. As a result, the Company expects to reduce its borrowing costs by over $5 million per year.

                                                 Three months   Three months(thousands, except per share and per boe       ended December ended December amounts)                                            31, 2012       31, 2011Petroleum revenue, net of royalties                   $12,124        $18,747Cash from operating activities before net                                    changes in non-cash working capital                   $4,035        $11,248 Per share basic and diluted                            $0.01          $0.03Net income (loss)                                     ($5,600)          $224 Per share basic and diluted                           ($0.01)         $0.00Combined average product prices ($ per boe)            $61.11         $73.54Operating netback ($ per boe)(1)                       $34.75         $51.42Weighted average common shares outstanding                                   basic                                                397,453        339,760 diluted                                              401,689        345,055Production                                                                   Heavy oil (bbl/day)                                    2,540          3,224 Natural gas (mcf/day)                                     14            146Total (boe/day) (2)                                     2,542          3,2491.  Operating netback is a non-GAAP measure defined as petroleum sales less     royalties and less operating costs.                                     2.  Total production excludes the capitalized production of 833 bbl/day from    STP-McKay, which commenced production ramp up in late October 2012.     

Southern Pacific has filed its Interim Condensed Consolidated Financial Statements and Management Discussion and Analysis for the three months ended December 31, 2012 on SEDAR at www.sedar.com. Copies are also available on the Company's website at www.shpacific.com.

OUTLOOK

Southern Pacific is in the process of adding significant production growth throughout fiscal 2013 and 2014. The Company expects to ramp up the STP-McKay volumes through the remainder of this and the next fiscal year, with production expected to reach nominal plant capacity of 12,000 bbl/day in fiscal 2014. This production base, coupled with the new wells being added at STP-Senlac, should open up new opportunities for Southern Pacific as the Company utilizes its cash flow to finance continued growth.

STP-McKay Thermal Project

The STP-McKay Thermal Project, located 45 km northwest of Fort McMurray, has been operating at high load factors and production continues to ramp up. After producing more than 1,600 bbl/d in the first week of January, one of the newly converted SAGD well pairs required a downhole repair and was shut in for most of the month. Production continued to increase from the remaining well pairs throughout the month, resulting in an average January estimated bitumen production rate of 1,500 bbl/day, an increase of over 25% from the previous month's average rate. The repaired well pair came back on stream January 31st and is currently being reheated for about 14 days before being placed back into SAGD production.

Southern Pacific continues to be conservative in the initial stages of converting the well pairs from circulation to SAGD, utilizing the downhole technology that was installed to ensure even temperature conformance and chamber development has occurred along the horizontal length of the wells before the wells are converted to steady state SAGD. This approach is designed to ensure the long-term integrity of the wellbores and assist in maximizing the total recovery of bitumen from each well pair over its producing life. As the Company has previously stated, it is expected to take 12 to 18 months from first oil production, which occurred in mid-October 2012, for total rates to approach the 12,000 bbl/day design capacity. The ramp up period is required to condition the wellbores for even temperature conformance and allow adequate time for the development and growth of the SAGD chambers within the oil sands reservoir. The 12 SAGD well pairs that were initially drilled are equipped with comprehensive subsurface measurement of temperature and pressure and have multiple steam delivery and production recovery points within each well.

To date, 8 of the 12 well pairs have been converted to SAGD production. The remaining 4 well pairs are at various stages of circulation and will be converted to full SAGD operation when Southern Pacific's technical staff deem appropriate. Although the process of circulation and conversion takes time, steady progress is occurring and once the conversion to SAGD operation has been completed, the well pairs are operating predictably. On the four most mature SAGD well pairs, the steam oil ratio (SOR) has averaged approximately 4.0 in January, which has exceeded Management expectations for well pairs at this early stage of production. The overall field SOR is currently approximately 7.0, and Management expects this will continue to drop as additional wells are converted to SAGD and as the steam chambers grow.

The surface facilities at McKay continue to perform well despite having been exposed to extended periods of bitterly low temperatures. All systems within the facilities continue to run well and there has been no significant downtime since the plant was commissioned this past summer.

Southern Pacific has also commenced an exploration core hole program on its McKay lands. The program is focused on delineating lands to the north of the Company's current project and involves the drilling of 10 to 13 core holes, with completion expected by the middle of March 2013. Depending upon results, the program could add incremental reserves to justify a further expansion or be integrated into the Company's existing expansion options.

STP-McKay Phase 1 Expansion and Phase 2 Update

On May 10, 2012, Southern Pacific announced plans to expand STP-McKay to a design capacity of 18,000 bbl/day. The expansion is anticipated to significantly reduce future overall per-barrel capital costs in the entire project and accelerate the Company's production growth forecast. Southern Pacific's internal technical team identified a unique opportunity to expand the existing STP-McKay Phase 1 central process facilities by as much as 50% (6,000 bbl/day of bitumen based on a SOR of 2.8). The entire expansion should fit comfortably within the existing Phase 1 central process facility site, making this expansion both cost effective and environmentally responsible. Detailed engineering for the Phase 1 Expansion is currently underway and should be completed in June 2013.

Southern Pacific continues to work on the regulatory approval process for both the Phase 1 Expansion, as well as Phase 2, which also has a design capacity of 18,000 bbl/d of STP-McKay. These two expansion projects, once approved, will allow Southern Pacific to expand STP-McKay to a total bitumen capacity of 36,000 bbl/d. The Company submitted response to the first round of Supplementary Information Requests (SIRs) on October 31, 2012 and anticipates approval of the application towards the end of calendar 2013.

STP-Senlac Thermal Project

At Senlac near Unity, Saskatchewan, the drilling of Pad K has been completed and Southern Pacific is pleased with the results. The first well pair began steaming in mid-January, with the remaining well pairs following close behind. A warm up period of six to eight weeks is then required before the wells are placed on production. Phase K is expected to provide a significant increase to base production.

Rail Marketing Arrangement

On December 22, 2012, the first shipment of Southern Pacific's dilbit left the Lynton rail terminal, located just south of Fort McMurray, and landed in Mississippi on January 6, 2013. This first shipment and future shipments will be offloaded at the Genesis Natchez terminal where Southern Pacific has exclusive terminal capacity. Steady rail shipments of dilbit from STP-McKay have now commenced and are being shipped to Natchez, Mississippi.

To initiate its Gulf Coast marketing strategy, Southern Pacific has secured contracts directly with major refineries in the US Gulf Coast. These contracts, which have secured pricing through the end of March 2013, provide access to US Gulf Coast based pricing for the Company's product and will substantially improve overall plant gate netbacks. Net of all transportation and diluent costs, the Company expects its plant gate netbacks over this period to average approximately $45/bbl. Southern Pacific has also completed a purchase arrangement to supply its diluent requirements. The diluent has been sourced from the U.S. Gulf Coast and is being shipped via rail, using Southern Pacific's returning rail cars to the Lynton terminal, where it is currently being transported by truck to the STP-McKay plant site to be used in the bitumen/water separation process.

Since October 2012, Southern Pacific has been trucking a portion of its total oil production from STP-Senlac to a nearby rail terminal instead of shipping it down its connected pipeline. In January, Southern Pacific has committed to increase its oil sales by rail at STP-Senlac to 1,500 bbl/d and has implemented new loading facility improvements which make this easier to accomplish operationally. The Company is currently expecting to receive an improvement in plant gate netbacks of approximately $8/bbl as compared to a WCS netback on total volumes. The Company has added this flexibility to its marketing options, and will be able to direct the Senlac heavy oil product to the most favourable markets in the future.

New First Lien Credit Facility and Senior Secured Second Lien Notes Offering

On January 25, 2013 the Company closed an offering of senior secured second lien notes (the "Notes"). Southern Pacific has issued $260 million senior secured second lien notes at par, which bear interest at a rate of 8.75% per annum and mature five years from the date of issue.

Southern Pacific has used the net proceeds from the private placement, together with cash on hand, to retire its debt obligations under its existing US$272.2 million second lien term loan facility. In addition to a lower interest rate and the removal of potentially restrictive covenants, Southern Pacific has the ability to add an additional $140 million of second lien debt, subject to first lien approval, if the Company elects to do so in the future. Concurrently, the Company has also closed a $75 million senior secured first lien revolving credit facility with a syndicate of financial institutions, replacing the Company's previous $30 million first lien revolving credit facility, and providing additional financial liquidity to the Company. The new revolving credit facility includes provisions to increase the borrowing base as the Company expands with the removal of restrictive performance covenants.

As a result of the above, the Company expects to reduce its borrowing costs by over $5 million per year.

Conference Call

A conference call will be held to review the fiscal Q2 results at 8:00 a.m. Mountain Time (10:00 a.m. Eastern Time) on Friday, February 8, 2013. To participate, please dial [phone] (toll-free in North America) or [phone] and enter passcode 9351795.

A replay of the conference call will be available until February 15, 2013. To listen to the recording, call [phone] or [phone] and enter passcode 6429090.