MAGNUM HUNTER RESOURCES CORP

MAGNUM HUNTER RESOURCES CORP terminated the registration of a class of securities, ending its reporting obligation for them.

listing compliance notice

Magnum Hunter's creditors filed a Third Amended Chapter 11 Plan of Reorganization and pushed back the bankruptcy case's confirmation and closing deadlines by about two weeks (confirmation hearing to April 18, consummation to May 3, 2016) - the reorganization process running slightly behind its original schedule but still on track toward emergence from Chapter 11.

material agreement

Magnum Hunter and nineteen subsidiaries filed for Chapter 11 bankruptcy protection in Delaware, having lined up a Restructuring Support Agreement with its second-lien lenders and noteholders and debtor-in-possession financing to fund operations through reorganization - the culmination of two years of asset sales, covenant waivers, an auditor crisis and a failed price-driven credit crunch that began with the 2014-2015 oil price collapse.

bankruptcy or receivership

MAGNUM HUNTER RESOURCES CORP's exchange filed to remove a class of its securities from listing.

listing compliance notice

MAGNUM HUNTER RESOURCES CORP's exchange filed to remove a class of its securities from listing.

listing compliance notice

MAGNUM HUNTER RESOURCES CORP's exchange filed to remove a class of its securities from listing.

listing compliance notice

MAGNUM HUNTER RESOURCES CORP's exchange filed to remove a class of its securities from listing.

listing compliance notice

The distress spilled into Magnum Hunter's own captive midstream relationship: Eureka Hunter Pipeline (majority-owned by Morgan Stanley infrastructure funds since 2014) demanded $20.8 million in overdue gas-gathering payments from Triad Hunter and briefly shut in about 40 of Triad's West Virginia wells when the demand wasn't met, before a new letter agreement restored service - Magnum Hunter's cash crunch now threatening its own production.

debt financing

Magnum Hunter converted its revolving bank facility into a restructured term-loan facility held partly by its own senior noteholders and second-lien lenders (now acting as "New First Lien Lenders"), cash-collateralizing $39 million of letters of credit and taking a new $16 million term loan - creditors effectively taking direct control of the capital structure as the company neared default.

debt financing

Magnum Hunter's common stock fell out of compliance with the NYSE's $1.00 minimum average price rule (30-day average was $0.99) and was tagged with a ".BC" deficiency indicator, with six months to regain compliance - the clearest signal yet, after a year of asset sales and covenant waivers, that the market had priced in serious distress.

listing compliance notice

Magnum Hunter's lenders eliminated the $65 million cash-raise requirement, let the company stretch payables from 90 to 180 days, and waived key leverage and current-ratio covenants through the end of 2015 or until it sells its Eureka Hunter stake - a full-blown liquidity crisis now being managed through covenant relief rather than growth financing.

debt financing

Facing a lender-imposed requirement to raise $65 million in cash, Magnum Hunter closed the Antero acreage sale for about $33.6 million and had raised roughly $55.6 million total toward the target; its bank lenders extended the deadline to meet the full $65 million to July 10, 2015 - a liquidity squeeze now driving asset sales rather than growth.

material agreement

Triad Hunter agreed to sell undeveloped, deep-formation leasehold acreage in Tyler County, West Virginia to Antero Resources - a sign of Magnum Hunter selling down even its core Appalachian acreage, a stark reversal from the aggressive Appalachian buying of 2013-2014, as the 2014-2015 oil price crash squeezed the company's finances.

material agreement

Bakken Hunter agreed to sell its remaining non-operated Divide County, North Dakota interests to SM Energy for about $84.8 million cash - the largest of the North Dakota divestitures yet, effectively completing the exit from the Williston Basin position built up in 2012.

material agreement

Morgan Stanley Infrastructure's purchase of ArcLight/Ridgeline's Eureka Hunter stake closed, and Magnum Hunter, MSI and Eureka Hunter's other members executed the new LLC agreement governing the pipeline company - completing the swap of Eureka Hunter's outside institutional backer from ArcLight to Morgan Stanley.

material agreement

Morgan Stanley Infrastructure agreed to buy out ArcLight/Ridgeline's entire preferred and common stake in Eureka Hunter Holdings and separately buy more equity directly from Magnum Hunter - swapping out the pipeline's original 2012 institutional investor for a new one and giving Magnum Hunter more capital for its midstream business.

material agreement

Magnum Hunter formally launched its all-stock takeover offer for ASX-listed Ambassador Oil and Gas, offering one Magnum Hunter share for every 23.6 Ambassador shares (implying about $49.7 million total) - an unusual bet on Australian exploration acreage layered on top of an otherwise US-focused, deleveraging strategy.

capital raising announcement

Magnum Hunter raised $150 million in a private placement of stock and warrants to activist investor Relational Investors, earmarked for accelerating Marcellus/Utica drilling in Ohio and West Virginia, buying more leasehold there, and paying down its revolving credit facility - a large new institutional shareholder brought in as the company doubled down on Appalachia.

capital raising announcement

Magnum Hunter settled a tangle of lawsuits and an arbitration with Seminole Energy Services over a jointly-owned Tennessee gas processing plant and related contracts - the same counterparty whose gas-gathering fee agreements Magnum Hunter had negotiated cooperatively back in 2011 as a condition of the NGAS merger had since escalated into multi-state litigation, now resolved by settlement.

material agreement

With its 2012 10-K and Q1 2013 10-Q still unfiled while new auditor BDO USA worked through the audit, Magnum Hunter received a non-compliance letter from NYSE MKT regarding its listed Series C, D and E preferred stock (its common stock listing on the NYSE proper was unaffected) and had until late May 2013 to submit a compliance plan targeting an August 2013 fix - the accounting crisis now directly threatening a listing.

listing compliance notice

As the stalled 2012 audit dragged on, Magnum Hunter's lenders cut its credit facility borrowing base to $265 million (from $350 million) to reflect the pending Eagle Ford sale, and again extended the deadline to deliver audited 2012 financials, tying the new deadline to the senior notes indenture's own compliance clock.

debt financing

Magnum Hunter fired PricewaterhouseCoopers mid-audit, before PwC could finish or issue an opinion on the 2012 financial statements: PwC had flagged unresolved matters that could materially affect the reliability of the accounts and material weaknesses in internal controls serious enough that PwC doubted the company could produce reliable financials, and wanted to expand its audit scope. Magnum Hunter said it believed no restatement was needed and was fixing its accounting department with Big Four advisory help.

auditor change

Magnum Hunter agreed to sell its entire Eagle Ford Shale position in Gonzales and Lavaca Counties, Texas (19,000 net acres, 49 producing wells) to Penn Virginia for $361 million cash plus up to $40 million more - a major retreat from one of its four core operating areas just as its accounting problems were surfacing.

drilling progress report

Magnum Hunter had to get its bank lenders to extend the deadline for delivering audited 2012 financial statements to May or June 2013 and waive any default that would otherwise be triggered by a late 10-K - the auditor transition and Q2 2012 restatement had delayed the annual audit, and now that delay threatened to put the company in technical default on its debt.

debt financing

Magnum Hunter issued another $150 million of its 9.750% senior notes due 2020 (on top of the $450 million sold in May 2012, taking total notes to $600 million), and its bank lenders reduced the revolving credit facility's borrowing base to offset the new bond debt, as required under the credit agreement's debt-substitution formula.

debt financing

the New York Stock Exchange certified MAGNUM HUNTER RESOURCES CORP's securities for listing, clearing them to begin trading.

listing compliance notice

Magnum Hunter closed the Virco acquisition, paying the agreed $106.7 million in cash and new Series E convertible preferred depositary shares, and set up the depositary arrangements for the new preferred stock - completing the deal announced two weeks earlier.

capital raising announcement

Triad Hunter agreed to buy Viking International Resources (Virco) for about $106.7 million - $37.3 million cash plus $69.4 million in a newly created 8.0% Series E convertible preferred stock, convertible into common stock at $8.50/share - another acquisition funded partly with a new layer of preferred equity stacked below the existing Series C and D preferred.

capital raising announcement

Magnum Hunter disclosed it had understated non-cash stock-option compensation expense by about $3.8 million in its Q2 2012 10-Q due to a vesting-schedule calculation error, and its Audit Committee concluded that quarter's financial statements could no longer be relied on - an internal-controls stumble discovered right as the company was also replacing its auditor.

financial restatement

Magnum Hunter closed the $311 million Baytex Energy acquisition in North Dakota's Divide and Burke Counties, financed by the new senior notes and equity offering - its largest deal yet, completing the buildout of a fourth major operating area (Williston Basin) alongside Appalachia, Eagle Ford and the Eureka Hunter midstream business.

asset acquisition disposition

Magnum Hunter closed the $450 million, 9.750% senior notes offering, netting about $432 million to help pay for the Baytex acquisition, retire its term loan and revolver borrowings, and raise its 2012 capital budget from $150 million to $325 million - a sharp step up in both spending and debt load.

debt financing

To help fund the Baytex acquisition, Magnum Hunter agreed to a $450 million offering of 9.750% senior unsecured notes due 2020 and a public offering of 35 million common shares at $4.50 each - a major, expensive capital raise reflecting how much debt and equity the company now needed to keep growing.

material agreement

Magnum Hunter's Bakken Hunter subsidiary agreed to buy Baytex Energy's non-operated working interest in Divide and Burke Counties, North Dakota for $311 million cash - by far its largest single acquisition yet, which would lift its stake in those Williston Basin properties from 10% up to as much as 47.5%.

material agreement

ArcLight's Ridgeline bought another $46.8 million of Eureka Hunter Holdings preferred units, and Eureka Holdings used the proceeds plus new equity to buy TransTex Gas Services' gas-treating business for $58.5 million - expanding Magnum Hunter's midstream operations beyond pipeline gathering into gas treating and processing.

asset acquisition disposition

Magnum Hunter finally closed the long-delayed Eagle Operating North Dakota acquisition, about seven months late, for roughly $53 million ($50.9 million cash plus stock) - raising its working interest in the Williston Basin properties from about 47% to about 95%, resolving the dispute that had stalled the deal since August 2011.

asset acquisition disposition

Magnum Hunter brought in outside capital for its midstream arm: Ridgeline Midstream Holdings, an affiliate of ArcLight Capital Partners, committed up to $200 million to buy preferred units in Eureka Hunter Holdings (the parent of the Eureka Hunter pipeline), funding an initial $60 million purchase - the pipeline business's first outside institutional investor.

capital raising announcement

Magnum Hunter added a $100 million second-lien term loan led by Capital One and BMO, priced at a steep 6-8% margin over base rates - a costlier, more junior layer of debt stacked on top of its existing bank revolver as the post-NGAS/NuLoch balance sheet grew.

debt financing

Magnum Hunter's Eureka Hunter Pipeline subsidiary set up its own $150 million financing (a $100 million SunTrust-led revolver plus a $50 million second-lien term loan from PennantPark) separate from the parent's bank line, non-recourse to Magnum Hunter, and used an initial $31 million draw partly to repay corporate debt.

capital raising announcement

Magnum Hunter's Williston Hunter ND subsidiary agreed to buy North Dakota oil and gas properties from Eagle Operating for $57 million ($55 million cash, $2 million in stock) - the company's first big push into the Bakken/Williston Basin, alongside its established Appalachian and Eagle Ford positions.

capital raising announcement

Magnum Hunter detailed the completed NuLoch Resources acquisition: shareholders and an Alberta court approved it April 28, about 38.6 million Magnum Hunter shares plus 4.3 million exchangeable shares (roughly $333 million total) were issued to former NuLoch holders, and the credit facility's borrowing base rose to $145 million now that both the NGAS and NuLoch deals were done.

business combination

Magnum Hunter announced it had closed its acquisition of NuLoch Resources, the Alberta producer it agreed to buy in January 2011 - full transaction detail to follow in a separate filing.

business combination

Magnum Hunter closed its all-stock acquisition of NGAS Resources, making it a wholly owned subsidiary, and refinanced into a new $145 million (initially $120 million) Bank of Montreal-led credit facility maturing 2016 to support the larger, combined company.

business combination

the New York Stock Exchange certified MAGNUM HUNTER RESOURCES CORP's securities for listing, clearing them to begin trading.

listing compliance notice

Pro forma accounts showing what Magnum Hunter would look like with the PostRock assets, NGAS Resources and NuLoch Resources all folded in - the first consolidated picture of three acquisitions the company was pursuing at the same time.

business combination

Magnum Hunter agreed to acquire NuLoch Resources, an Alberta oil producer, in a share-exchange deal (0.3304 exchange ratio, valuing NuLoch at CAD$2.50/share) - a third major acquisition alongside the pending Triad and NGAS deals, this one Magnum Hunter's first push into Canada.

business combination

MAGNUM HUNTER RESOURCES CORP's securities were notified for removal from listing and registration on its exchange.

listing compliance notice

Magnum Hunter agreed to acquire all of NGAS Resources, an Appalachian gas producer, in an all-stock deal (0.0846 Magnum Hunter shares per NGAS share, valuing NGAS at $0.55/share) via a Canadian court-approved plan of arrangement - Magnum Hunter's second major stock-funded acquisition after Triad, expanding it further in Appalachia.

business combination

the New York Stock Exchange certified MAGNUM HUNTER RESOURCES CORP's securities for listing, clearing them to begin trading.

listing compliance notice

Magnum Hunter's Triad Hunter subsidiary agreed to buy more Appalachian oil and gas properties, this time in Wetzel and Lewis Counties, West Virginia, from Quest Eastern Resource and PostRock MidContinent Production for about $39.75 million - half cash, half roughly 3.2 million new restricted shares (about 4% dilution) - continuing the regional build-out started with the 2010 Triad Energy acquisition.

capital raising announcement

Magnum Hunter won approval to move its common stock's listing from the NYSE Amex up to the New York Stock Exchange, a sign of the company's growth since the Triad acquisition; trading on the NYSE was set to begin in early January 2011.

listing compliance notice

Magnum Hunter sold its 10% non-operated working interest in the Cinco Terry prospect in Crockett County, Texas to Approach Oil & Gas for $21.5 million cash, trimming a minority position to focus capital elsewhere.

asset acquisition disposition

Magnum Hunter replaced its BMO credit facility with an amended and restated version, raising the borrowing base to $70 million (from $60 million core plus a shrinking $10 million tranche) to finance the just-closed Triad acquisition, maturing November 2012.

debt financing

Magnum Hunter closed its purchase of Triad Energy's Appalachian assets - about 2,000 wells and 88,000 net acres in Kentucky, Ohio and West Virginia plus a gas pipeline and drilling rigs - for roughly $81 million, paid via bank debt, $15 million of preferred stock and $8 million cash. Triad had been in bankruptcy.

asset acquisition disposition

the New York Stock Exchange certified MAGNUM HUNTER RESOURCES CORP's securities for listing, clearing them to begin trading.

listing compliance notice

Magnum Hunter signed a $150 million three-year secured revolving credit facility with Bank of Montreal, starting with a $25 million borrowing base, replacing its prior CIT Capital loan.

debt financing