Market Overview

Eclipse Resources Corporation and Blue Ridge Mountain Resources, Inc. to Combine in an All-Stock Merger

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Eclipse Resources Corporation (NYSE:ECR) (the "Company" or "Eclipse
Resources") and Blue Ridge Mountain Resources, Inc. (OTCPK: BRMR) ("Blue
Ridge") today announced that they have entered into a definitive merger
agreement under which Eclipse Resources and Blue Ridge will combine in
an all-stock transaction (the "Transaction"). In the Transaction, Blue
Ridge stockholders will receive consideration consisting of 4.4259
shares of Eclipse Resources common stock for each share of Blue Ridge
common stock, before adjustment for a 15-to-1 reverse stock split of
Eclipse Resources common stock to be effected concurrently with closing
of the Transaction. Based on the closing price of Eclipse Resources
common stock on August 24, 2018, the Transaction implies an enterprise
value for the combined company of approximately $1.4 billion and an
equity value of approximately $908 million1. The
Transaction has been unanimously approved by the board of directors of
each company, and has been approved by the written consent of
stockholders of Eclipse Resources holding a majority of the outstanding
common shares of Eclipse Resources. Stockholders of Blue Ridge owning
approximately 60% of the outstanding common shares of Blue Ridge have
entered into a voting agreement with both companies to, among other
things, vote or provide written consents in favor of approval of the
Transaction, subject to certain terms and conditions.

In conjunction with this joint press release, Eclipse Resources and Blue
Ridge have posted a presentation with additional details regarding the
Transaction to their respective corporate websites. For Eclipse
Resources, the presentation is posted to the Investor Center of its
website at www.eclipseresources.com
and for Blue Ridge, the presentation is posted to the Investors tab of
its website at www.brmresources.com.

Pro Forma Transaction Highlights

  • Scale: Creating one of the largest Utica focused operators with Q4
    2018 estimated production of 500-560 MMcfe per day2
    and ~227,000 net effective undeveloped core acres providing over 20
    years of prolific wet and dry gas inventory
  • Debt Metrics: Leverage ratio of ~2.1x based on pro forma debt to Q2
    2018 annualized EBITDAX with line of sight to 1.5x – 1.7x of
    annualized EBITDAX in Q4 20183
  • Liquidity: $312 million4 near term liquidity
    including an estimated $150 million increase in the borrowing base
    under the Company's revolving credit facility at close and no near
    term debt maturities
  • Growth: Self-funded 2-3 rig business plan targeting annual production
    growth greater than 20% and becoming cash flow generating in 20205
  • Management and Operational Excellence: John Reinhart, President and
    CEO of Blue Ridge, to become President and CEO of the combined company
    and will lead a management team that leverages both companies' proven
    operating expertise in the basin
  • Corporate Synergies: Transaction enhances capital efficiency
    and operating margins on a per unit basis while providing
    approximately $15 million in anticipated annual corporate G&A savings
    across the combined asset base6
  • Midstream and Downstream Synergies: Shared midstream providers along
    with an expanded production base allow for increased optionality and
    optimization of midstream and downstream commitments, producer
    netbacks and decreasing weighted average transportation costs due to
    growth in uncommitted combined natural gas volumes
  • Consolidation Platform: Combined company positioned for accretive
    acquisitions to add scale and cash flow

1 Based on second quarter 2018 financial statements
2
Based on estimated combined company initial estimates
subject to revision upon closing

3 Based
on estimated combined company Q4 EBITDAX estimates of $90-110 million,
pro forma for potential transition costs

4
Based on initial estimated combined company corporate revolving credit
facility borrowing base of $375 million, subject to bank approval and
syndication process; net of outstanding letters of credit

5
Cash flow is defined as EBITDAX less capital costs

6
Based on combined company initial estimates subject to revision upon
closing

Benjamin W. Hulburt, Chairman, President and CEO of Eclipse Resources,
commented on the Transaction, "This transaction provides a compelling
opportunity for both Eclipse Resources and Blue Ridge shareholders to
benefit from the strength of the combined company. This combination
allows both of us to consolidate premier assets that significantly
increase the Company's production and cash flow, seamlessly fit into a
consolidated drilling program and provide for considerable G&A
synergies, all while allowing for accelerated growth without adding to
the Company's debt obligations."

John Reinhart, President and CEO of Blue Ridge, commented, "We are
excited about the highly complementary nature of this combination. Based
on pro forma estimated fourth quarter of 2018 production of 500-560
MMcfe per day, a high performing management team, strong balance sheet,
high quality asset base, and expected corporate, operational, and
midstream synergies, we believe the combined company will possess a
substantial scale advantage and an excellent foundation for significant
organic growth with attractive cash flows while maintaining the
optionality for bolt-on value-accretive acquisitions within the basin."

Terms of the Transaction

Under the terms of the Transaction, a newly-formed subsidiary of Eclipse
Resources will be merged into Blue Ridge, with Blue Ridge surviving as a
wholly-owned subsidiary of Eclipse Resources. In the merger, Blue Ridge
stockholders will receive 4.4259 shares of Eclipse Resources common
stock for each share of Blue Ridge common stock held by them,
representing consideration to each Blue Ridge stockholder of $7.44 per
share based on the closing price of Eclipse Resources common stock on
August 24, 2018. The exchange ratio will be adjusted to reflect a
15-to-1 reverse stock split of the Eclipse Resources common stock to be
effected concurrently with closing of the Transaction. Upon closing of
the Transaction, existing Eclipse shareholders will own approximately
57.5% of the outstanding shares of the combined company and Blue Ridge
shareholders will own approximately 42.5%.

EnCap Investments, owning collectively approximately 57% of the
outstanding shares of common stock of Eclipse Resources, have entered
into a voting agreement with Eclipse Resources and Blue Ridge to, among
other things, provide the written consents approving the Transaction,
which have been delivered by them concurrently with the signing of the
merger agreement.

Certain stockholders of Blue Ridge owning approximately 60% of the
outstanding shares of common stock of Blue Ridge have entered into a
voting agreement with Eclipse Resources and Blue Ridge to, among other
things, vote or provide written consents in favor of approval of the
Transaction, subject to certain terms and conditions.

The Transaction is expected to close in the fourth quarter of 2018 and
is subject to customary regulatory approvals, approval by the holders of
a majority of Blue Ridge common stock, and certain other customary
closing conditions.

Organization and Leadership

Upon closing of the Transaction, John Reinhart, the current President
and CEO of Blue Ridge, will serve as President and CEO of the combined
company. It is anticipated that there will be four direct reports to the
CEO. Matthew DeNezza, the current Executive Vice President and CFO of
Eclipse Resources, will serve as the interim CFO for the combined
company through November 30, 2018 or until the permanent CFO is publicly
announced prior to November 30, 2018. Oleg Tolmachev, the current
Executive Vice President and COO of Eclipse Resources, will continue to
serve the combined company in that capacity. Paul Johnston, currently
Senior Vice President and General Counsel of Blue Ridge, will become
Executive Vice President and General Counsel of the combined company.
Matthew Rucker, currently Vice President Resource Planning and
Development of Blue Ridge, will become Senior Vice President Resource
Planning and Development for the combined company. At closing, the board
of directors of Eclipse Resources will become a declassified board and
will consist of a total of ten directors, five designated by Eclipse
Resources and five designated by Blue Ridge (one of whom will be John
Reinhart).

Conference Call

A joint conference call to review the Transaction is scheduled for Monday,
August 27, 2018 at 10:00am Eastern Time. To participate in the call,
please dial 877-709-8150 or 201-689-8354 for international callers and
reference Eclipse Resources–Blue Ridge Business Combination Call. A
replay of the call will be available through October 3, 2018. To access
the phone replay dial 877-660-6853 or 201-612-7415 for international
callers. The conference ID is 13682942. A live webcast of the call may
be accessed through the Investor Center on the Company's website at www.eclipseresources.com.
The webcast will be archived for replay on the Company's website for six
months.

Advisors and Counsel

Jefferies LLC is acting as financial advisor to Eclipse Resources, and
Norton Rose Fulbright US LLP is acting as legal advisor to Eclipse
Resources. Vinson & Elkins LLP is acting as legal advisor to EnCap
Investments, the majority stockholder of Eclipse Resources.

Barclays is acting as financial advisor to Blue Ridge, and Bracewell LLP
is acting as legal advisor to Blue Ridge.

About Eclipse Resources Corporation

Eclipse Resources is an independent exploration and production company
engaged in the acquisition and development of oil and natural gas
properties in the Appalachian Basin, including the Utica and Marcellus
Shales. For more information, please visit the Company's website at www.eclipseresources.com.

About Blue Ridge Mountain Resources, Inc.

Blue Ridge is an Irving, Texas-based independent exploration and
production company engaged in the acquisition, development and
production of natural gas and natural gas liquids. Blue Ridge is active
in two of the most prolific unconventional shale resource plays in North
America, the Marcellus and Utica Shales. For more information, please
visit Blue Ridge's website at www.brmresources.com.

No Offer or Solicitation

This communication relates to a proposed business combination
transaction (the "Transaction") between Eclipse Resources Corporation
("Eclipse Resources") and Blue Ridge Mountain Resources, Inc. ("Blue
Ridge"). This communication is for informational purposes only and does
not constitute an offer to sell or the solicitation of an offer to buy
any securities or a solicitation of any vote or approval, in any
jurisdiction, pursuant to the Transaction or otherwise, nor shall there
be any sale, issuance, exchange or transfer of the securities referred
to in this document in any jurisdiction in contravention of applicable
law. No offer of securities shall be made except by means of a
prospectus meeting the requirements of Section 10 of the Securities Act
of 1933, as amended.

Additional Information and Where to Find It

A copy of the definitive merger agreement will be filed as part of a
Current Report on Form 8-K filed by Eclipse Resources with the U.S.
Securities and Exchange Commission ("SEC") in accordance with the rules
of the SEC. In connection with the Transaction, Eclipse Resources will
also file with the SEC a registration statement on Form S-4 that will
include a consent solicitation statement of Blue Ridge and an
information statement of Eclipse Resources and that also constitutes a
prospectus of Eclipse Resources. Eclipse Resources may also file other
documents with the SEC regarding the Transaction. The definitive consent
solicitation statement/information statement/prospectus will be sent to
the stockholders of Eclipse Resources and Blue Ridge. This document is
not a substitute for the registration statement and consent solicitation
statement/information statement/prospectus that will be filed with the
SEC or any other documents that Eclipse Resources may file with the SEC
or that Eclipse Resources or Blue Ridge may send to stockholders of
Eclipse Resources or Blue Ridge in connection with the Transaction. INVESTORS
AND SECURITY HOLDERS OF ECLIPSE RESOURCES AND BLUE RIDGE ARE URGED TO
READ THE
REGISTRATION STATEMENT, THE CONSENT SOLICITATION
STATEMENT/INFORMATION STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT
DOCUMENTS THAT ARE FILED OR WILL BE FILED WITH THE SEC, AS WELL AS ANY
AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR
ENTIRETY, BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION
ABOUT THE TRANSACTION AND RELATED MATTERS.

Investors and security holders will be able to obtain free copies of the
registration statement and the consent solicitation
statement/information statement/prospectus (when available) and all
other documents filed or that will be filed with the SEC by Eclipse
Resources through the website maintained by the SEC at www.sec.gov.
Copies of documents filed with the SEC by Eclipse Resources will be made
available free of charge on Eclipse Resources' website at www.eclipseresources.com
or by contacting Eclipse Resources' Investor Relations Department by
phone at 814-325-2059.

Participants in Solicitation

Eclipse Resources, Blue Ridge and certain of their respective directors,
executive officers and members of management and employees may be deemed
to be participants in the solicitation of consents from the holders of
Blue Ridge's common stock in respect to the Transaction.

Information regarding Eclipse Resources' directors and executive
officers is contained in Eclipse Resources' Annual Reports on Form 10-K,
Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.
Information regarding Blue Ridge's directors and executive officers will
be contained in the consent solicitation statement/information
statement/prospectus and other relevant materials filed with the SEC.
You can obtain a free copy of these documents at the SEC's website at www.sec.gov
or by accessing Eclipse Resources' website at www.eclipseresources.com.

Investors may obtain additional information regarding the interests of
those persons who may be deemed participants in the Transaction by
reading the consent solicitation statement/information
statement/prospectus and other relevant documents filed with the SEC
regarding the Transaction when they become available. You may obtain
free copies of these documents as described above.

Forward-Looking Statements and Cautionary
Statements

This joint press release contains "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as amended and
Section 21E of the Securities Exchange Act of 1934, as amended (the
"Exchange Act").
All statements, other than statements of
historical fact included in this joint press release, regarding, among
other things, strategy, future operations, financial position, estimated
revenues and income/losses, projected costs and capital expenditures,
prospects, plans and objectives of management are forward-looking
statements. When used in this joint press release, the words "plan,"
"endeavor," "will," "would," "could," "believe," "anticipate," "intend,"
"estimate," "expect," "project" and similar expressions are intended to
identify forward-looking statements, although not all forward-looking
statements contain such identifying words.
These forward-looking
statements are based on Eclipse Resources' and Blue Ridge's current
expectations and assumptions about future events and are based on
currently available information as to the outcome and timing of future
events. When considering forward-looking statements, you should keep in
mind the risk factors and other cautionary statements described in the
consent solicitation statement/information statement/prospectus and
under Item 1A. Risk Factors in Eclipse Resources' Annual Report on Form
10-K filed with the Securities Exchange Commission on March 2, 2018 (the
"2017 Annual Report") and in Eclipse Resources' Quarterly Reports on
Form 10-Q.

With respect to the proposed Transaction described herein,
forward-looking statements may include, but are not limited to,
statements regarding the expected timing and likelihood of the
completion of the Transaction; the timing, receipt and anticipated terms
and conditions of any required governmental and regulatory approvals for
the Transaction; the ability to complete the Transaction considering the
various closing conditions, including approval by Blue Ridge's
stockholders; pro forma descriptions of the combined company and its
operations, integration and transition plans, synergies, cost savings,
opportunities and anticipated future performance; the benefits of the
Transaction and its impact on the combined company's business,
operations, assets, results of operations, liquidity and financial
position; and any statements of assumptions underlying any of the
foregoing. In addition, forward-looking statements may include
statements about business strategy; reserves and potential resources;
general economic conditions; financial strategy, liquidity and capital
required for developing properties and timing related thereto; realized
natural gas, natural gas liquids and oil prices; timing and amount of
future production of natural gas, natural gas liquids and oil; hedging
strategy and results; future drilling plans; competition and government
regulations, including those related to hydraulic fracturing; the
anticipated benefits under commercial agreements; marketing of natural
gas, natural gas liquids and oil; leasehold and business acquisitions;
the costs, terms and availability of gathering, processing,
fractionation and other midstream services; the costs, terms and
availability of downstream transportation services; general economic
conditions; credit markets; uncertainty regarding future operating
results, including initial production rates and liquid yields in type
curve areas; and plans, objectives, expectations and intentions
contained in this joint press release that are not historical.

Eclipse Resources and Blue Ridge caution you that the forward-looking
statements pertaining to the proposed Transaction described herein are
subject to risks and uncertainties related to the benefits from, or
completion of, the proposed Transaction, including, without limitation,
failure to satisfy any of the conditions precedent to the proposed
Transaction (including the possibility that stockholders of Blue Ridge
may not approve the Transaction), disruption of management time from
ongoing business operations due to the Transaction, adverse effects on
the market price of the common stock of Eclipse Resources or Blue Ridge
and on either company's operating results because of a failure to
complete the proposed Transaction or because of any announcements
related to the Transaction, adverse effects on the ability of Eclipse
Resources and Blue Ridge to retain customers and retain and hire key
personnel and maintain relationships with their suppliers and customers,
failure to realize the expected benefits of the proposed Transaction,
negative effects of announcement or consummation of the proposed
Transaction on the market price of the common stock of Eclipse Resources
or Blue Ridge, and significant transaction costs, unknown liabilities
and/or unanticipated expenses such as litigation expenses. In addition,
if and when the proposed Transaction is consummated, there will be risks
and uncertainties related to the combined company's ability to
successfully integrate the operations of Eclipse Resources and Blue
Ridge, including the risk that the combined company may not operate as
effectively and efficiently as expected, may be unable to achieve
synergies or may take longer than expected to achieve synergies. In
addition, all forward-looking statements are subject to risks and
uncertainties, most of which are difficult to predict and many of which
are beyond the control of Eclipse Resources and Blue Ridge, incident to
the exploration for and development, production, gathering and sale of
natural gas, natural gas liquids and oil. These risks include, but are
not limited to, legal and environmental risks, drilling and other
operating risks, regulatory changes, commodity price volatility and
declines
in the price of natural gas, natural gas liquids and oil, inflation,
lack of availability of drilling, production and processing equipment
and services, counterparty credit risk, the uncertainty inherent in
estimating natural gas, natural gas liquids and oil reserves and in
projecting future rates of production, cash flow and access to capital,
the timing of development expenditures, and the other risks described in
the consent solicitation statement/information statement/prospectus and
under Item 1A. Risk Factors in the 2017 Annual Report and in Eclipse
Resources' Quarterly Reports on Form 10-Q.

All forward-looking statements, expressed or implied, included in
this joint press release are expressly qualified in their entirety by
this cautionary statement and are based on assumptions that Eclipse
Resources or Blue Ridge believes to be reasonable but that may not prove
to be accurate. This cautionary statement should also be considered in
connection with any subsequent written or oral forward-looking
statements that Eclipse Resources, Blue Ridge or persons acting on their
behalf may issue. Except as otherwise required by applicable law,
Eclipse Resources and Blue Ridge disclaim any duty to update any
forward-looking statements to reflect new information or events or
circumstances after the date of this joint press release.
Readers
are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date hereof.

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