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9. RELATED-PARTY
TRANSACTIONS
Due to the limited capital available in
the first half of 2006 to fund all of the Company’s ongoing lease
acquisition efforts inthe Barnett Shale and other shale plays, the
Company elected to enter into several lease option agreements with
a number of thirdparties and with Steven A. Webster, the Company’s
chairman (collectively, the “counterparties”). The terms and conditions
of theleasing arrangement (agreement terms are described below)
with Mr. Webster are consistent with the leasing arrangements the
Company has entered into with the other third parties. These leasing
arrangements provide the Company the option to purchase leases from
the counterparties, over an option period, generally 90 days, for
the counterparties’ original cost of the leases plus an option fee.
Strategically, these leasing arrangements have allowed the Company
to temporarily control important acreage positions during periods
that the Company has lacked sufficient capital to directly acquire
such oil and gas leases.
Since May 2006, the Company has acquired
certain oil and gas leases through the aforementioned lease option
arrangement with Mr. Webster. The acquisitions were made pursuant
to a land option agreement between Mr. Webster and the Company dated
January 25, 2006. The terms and conditions of this leasing arrangement
with Mr. Webster are consistent with leasing arrangements the Company
has entered into with the other third parties. Under the option
agreement, Mr. Webster agreed to acquire oil and gas leases in areas
where the Company is actively leasing or that it deems prospective.
On or before the 90th day from the date that Mr. Webster acquires
any lease in these areas, the Company has the option to acquire
these leases from Mr. Webster for 110% of Mr. Webster’s purchase
price or, on the 90th day, pay a non-refundable 10% option extension
fee to add a second 90-day option period. On or before the end of
this second 90-day option period, the Company has the option to
pay Mr. Webster 110% of his original purchase price to acquire the
lease. If, at the end of the second option period, the Company has
not exercised its purchase option, Mr. Webster will retain ownership
of the oil and gas leases. In addition to the cash payments described
above, the Company will assign a one-half of one percent of 8/8ths
overriding royalty interest (proportionally reducedto the actual
net interest in any given lease acquired) on any lease it acquires
from Mr. Webster in the first 90-day option period and a one percent
of 8/8ths overriding royalty interest (also proportionally reduced)
on any lease acquired from Mr. Webster in the second 90-day option
period. As of December 31, 2006, Mr. Webster had acquired oil and
gas leases for approximately $4.2 million, the Company had paid
approximately $4.4 million for leases from Mr. Webster and the Company
had made option extension payments of approximately $48,000 to Mr.
Webster. There are currently no outstanding lease options under
the arrangement with Mr. Webster. The Company may continue to use
these arrangements as a strategic alternative. There was no activity
under this arrangement in 2007.
The Company’s Chairman of the Board, Mr.
Steven A. Webster serves on the Board of Directors for Basic Energy
Services, Inc., Grey Wolf Inc., and Geokinetics, Inc., the parent
of Quantum Geophysical, Inc. The Company’s Chief Executive Officer,
Mr. S.P. Johnson serves as member on the Board of Directors for
Basic Energy Services, Inc. Mr. Thomas L. Carter, Jr., a member
of the Company’s Board of Directors, is the Chief Executive Officer
and owner of a significant interest in Black Stone Minerals Company,
L.P. (“Black Stone Minerals”). Due to these relationships, the Company
has deemed these companies to be related parties. The Company incurred
the following costs with these related parties:
__________
| (1) |
At the end of the first quarter
of 2007, Mr. Steven A. Webster resigned from the Board of Directors
of Goodrich Petroleum and Brigham Exploration. As such, these
companies are no longer deemed related parties after the first
quarter of 2007. |
| (2) |
Includes $1.2 million of net revenues
related to wells operated by Brigham Exploration and $0.6 million
of net revenues related to wells operated by the Company. |
It is management’s opinion that the
transactions with these entities were executed at prevailing market
rates. At December 31,2007 and 2006, the Company had an outstanding
related-party net payable balance of approximately $22,000 and net
receivable balance of $0.2 million, respectively.
In January 2006, the Company acquired certain
oil and gas leases for approximately $1.1 million from Black Stone
Acquisitions Partners I L.P., the general partner of which is Black
Stone Minerals. Black Stone Acquisition Partners also retains a
royalty interest in the acquired leases, which are located in Mississippi.
During 2007, the Company acquired additional acreagelocated in Texas
from Black Stone for approximately $0.2 million. The terms and conditions
of the lease agreement with Black Stone Acquisitions Partners I
L.P. and Black Stone are generally consistent with the lease agreements
that the Company has
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