Pedevco Corp. · AMEX:PED
Pedevco — Merger or Acquisition (October 2020)
16 slides from Pedevco's merger presentation, Oct 13, 2020
Slide 1: Exchange Offer and Second-Step Merger: PEDEVCO Corp. and SandRidge Permian Trust
1 NYSE American: PED Exchange Offer and Second - Step Merger PEDEVCO Corp. and SandRidge Permian Trust Complementary Nature of PEDEVCO and Trust Royalty Interest Enhance the Value of the Combined Portfolio While Providing Upside Potential to All Stakeholders Filed by PEDEVCO Corp. Pursuant to Rule 4
Slide 2: Forward-Looking Statements & Other Information
Forward - Looking Statements & Other Information 2 All statements in this presentation that are not based on historical fact are “forward looking statements” . The words “anticipate”, “believe”, “estimate”, “expect”, “intend”, “will”, “should”, “targeting”, “projecting”, “driving” and similar expres
Slide 3: Overview of Exchange Offer and Second-Step Merger
3 Overview of Exchange Offer and Second - Step Merger
Slide 4: Exchange Offer and Second-Step Merger
Exchange Offer and Second - Step Merger ▪ PEDEVCO Corp. (“PEDEVCO” or “PED”) has commenced an exchange offer, offering to exchange each outstanding Trust Common Unit of SandRidge Permian Trust (the “Trust” or “PERS”) for 4/10ths of one share of common stock of PEDEVCO ▪ The purpose of the offer is f
Slide 5: Attractive Exchange Ratio; No Financing Condition or Other Significant Hurdles
Exchange Offer and Second - Step Merger 5 Attractive Exchange Ratio No Financing Condition or Other Significant Hurdles ▪ Exchange offer and second - step merger can be completed with PEDEVCO’s existing authorized common stock after obtaining shareholder approval pursuant to the rules of the NYSE Am
Slide 6: Trust Unitholders Gain Significant Interest in PEDEVCO
Exchange Offer and Second - Step Merger 6 1) Assumes the issuance of 21,000,000 shares of PEDEVCO Common Stock in exchange for 52,500,000 Trust Common Units in the exchan ge offer and second - step merger. Based on 72,463,340 shares of PEDEVCO Common Stock outstanding as of October 12, 2020. Trust U
Slide 7: Deal Rationale
7 Deal Rationale
Slide 8: Combination Leads to Potential for Success
Combination Leads to Potential for Success 8 Newly Combined Company with Strong Balance Sheet and Financial Flexibility Strong Production with Shallow Decline and Substantial Resource Base Strategically Focused on Adding Value for All Stakeholders ▪ Large stable Proved Developed Producing (PDP) base
Slide 9: Deal Rationale – Combined Basis
Deal Rationale – Combined Basis ▪ San Andres Consolidator | Combined entities will have a large stable PDP base with low decline (5 - 8% yearly decline) in the conventional San Andres play ▪ Secure Growth Portfolio & Create Scale | Ample inventory with >235 high quality gross locations and hundreds
Slide 10: Deal Rationale – Why Trust Common Unit Holders Should Exchange
Deal Rationale – Why Trust Common Unit Holders Should Exchange ▪ The challenges facing the SandRidge Permian Trust ▪ The viability of the Trust is dependent on continuous capital investment in the underlying assets ▪ The underlying operator cannot economically invest capital to fix non - producing w
Slide 11: Deal Rationale - Consolidation of the San Andres
Deal Rationale - Consolidation of the San Andres ▪ The acquisition expands PED’s interests into a second core area of the San Andres Play, with geologic analogy, geographic proximity and potential significant operational synergies to its Chaveroo and Milnesand fields PERS Underlying Assets 1 2 PERS
Slide 12: Deal Rationale - Steady Base Production and San Andres Growth on the CBP
Deal Rationale - Addition of Steady Base Production and San Andres Growth on the Central Basin Platform (CBP) ▪ The acquisition expands PED’s interests into the core areas of the Central Basin Platform (CBP) in Andrews County, where PERS has good base production and a large inventory of shut in well
Slide 13: Background Information on PERS and PED
13 Background Information on PERS and PED
Slide 14: SandRidge Permian Trust Background
SandRidge Permian Trust Background 14 ▪ The Trust is a statutory trust formed under the Delaware Statutory Trust Act in 2011 by SandRidge Energy, Inc. ▪ The Trust holds Royalty Interest in specified oil and natural gas properties located in the Fuhrman Mascho field in Andrews County, Texas ▪ Trust r
Slide 15: PEDEVCO's Success with Prior Transactions
(70)% (61.6)% +219% PEDEVCO’s Success with Prior Transactions +229% Share Price Performance (%) from “Reset” Point ▪ PEDEVCO has demonstrated success by executing on key catalysts and “resetting” the story with the Street, while creating value in a difficult market environment ▪ Cleaned the capital
Slide 16: Combination Leads to Potential for Success
Combination Leads to Potential for Success 16 Newly Combined Company with Strong Balance Sheet and Financial Flexibility Strong Production with Shallow Decline and Substantial Resource Base Strategically Focused on Adding Value for All Stakeholders ▪ Large stable Proved Developed Producing (PDP) bas