2 Feb 2023listing compliance notice▼ BadMajor
ABRAXAS PETROLEUM CORP deregistered its securities, ending its obligation to file reports with the SEC.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
3 Oct 2022material agreement● NeutralMajor
Biglari Holdings bought AGEF's 685,505 preferred shares on Sep 14 2022 (about 82.5% of the vote) and on Sep 27 2022 agreed with Abraxas to swap them for 90,631,287 new common shares. This needs stockholder approval to raise authorized common shares from 20 million to 150 million. On closing the preferred and its certificate are cancelled, leaving only common stock, with Holdings holding 90% of the vote. This replaces Angelo Gordon as controller and removes the preferred's liquidation priority over common.
19 Jan 2022business combination▼ BadMajor
This information statement follows the Jan 3 2022 restructuring: directors Ralph Cox and Angela Steffen Meyer resigned and three AGEF employees (Todd Dittmann, Damon Putman, Daniel Baddeloo) joined, expanding the board to five. Baddeloo takes effect 10 days after mailing, and the board majority changes then. AGEF's preferred shares carry about 85% of the vote. No stockholder vote is required.
3 Jan 2022business combination▼ BadMajor
On Jan 3 2022 Abraxas sold its North Dakota Williston Basin properties to Lime Rock Resources V-A for $87.2 million cash, closing the same day. The proceeds, plus cash above $2 million if needed, repay the first lien under a settlement and lien release, ending that facility. Angelo Gordon's affiliate AGEF exchanged its second-lien claims (stated as $137.1 million) for 685,505 Series A Preferred shares, giving it about 85% of the vote. The preferred takes the first $100 million of any sale or liquidity proceeds, then 95% until $137.1 million plus 6% annual return, then 75%, so common holders rank well behind. This is the debt-for-equity exchange flagged in November 2021, and it ends both credit facilities.
26 Nov 2021material agreement termination● NeutralMajor
Angelo Gordon's affiliate AGEF gave up, for no payment, the warrants for about 19.9% of the company and its governance agreement from the Jun 2020 deal, so the AG group no longer owns any common stock. This ends the warrant dilution thread. The company says a special committee is still negotiating a possible debt-for-equity exchange with Angelo Gordon that would likely heavily dilute stockholders or possibly cancel other equity, and could involve spinning off or disposing of assets; no deal is assured.
17 Sept 2021listing compliance notice● NeutralMajor
ABRAXAS PETROLEUM CORP's exchange filed to remove a class of its securities from listing.
30 July 2021listing compliance notice▼ BadMajor
Nasdaq rejected the company's compliance plan after the May 11 and Jul 26 2021 notices (stockholders' equity below $2.5 million, market value of listed securities below $35 million as of Jul 21 2021, and no net income of $500,000). Trading on Nasdaq is suspended from Aug 4 2021 and the stock is delisted on a Form 25-NSE filing. The company will not appeal; it will trade on the OTC Pink Sheets meanwhile and is applying for OTCQX Best.
17 May 2021listing compliance notice▼ Bad
On May 11 2021 Nasdaq said Abraxas fails the minimum $500,000 net income test for continued listing and does not meet the market value or stockholders' equity alternatives. The company has 45 days to submit a plan and, if accepted, up to 180 days from May 11 2021 to comply. This is a second, separate listing problem alongside the unfiled 10-K.
22 Apr 2021listing compliance notice▼ BadMajor
Morgan Stanley, a hedge counterparty and holder of about 3.7% of the first lien debt, terminated its hedge contracts, which caused further defaults. On Apr 16 2021 Angelo Gordon declared the second lien in default and accelerated it; about $127.9 million was outstanding and now carries 3% extra interest. The default follows the missed first-lien leverage covenant at Dec 31 2020 and the late 2020 10-K. Forbearance had run to Apr 15 2021 and its extension to May 6 2021 was not signed. Nasdaq also sent a late-filing notice (60 days to submit a plan; up to Oct 12 2021 to regain compliance). The company says it lacks the liquidity to repay if lenders accelerate.
19 Oct 2020security holder rights change● NeutralMajor
This amendment fixes a clerical error in the Oct 16 2020 filing about a reverse stock split. It states that on the effective date all options, warrants and convertible securities are adjusted by dividing the shares they cover by 20 and multiplying the exercise or conversion price by 20. This confirms a 1-for-20 reverse split (a 20-to-1 consolidation of shares); the filing itself does not give the effective date or the reason. It is consistent with the earlier price-below-$1.00 listing problem (inference).
22 July 2020auditor change● Neutral
On Jul 20 2020 Abraxas dismissed its auditor BDO USA and engaged Akin, Doherty, Klein & Feuge, PC. BDO's reports for 2018 and 2019 had no adverse or qualified opinion and there were no disagreements, but the filing notes the company had reported a material weakness in internal control over financial reporting. The filing does not state why the change was made.
2 July 2020listing compliance notice▼ Bad
On Jul 1 2020 NASDAQ sent a second late-filing notice, this time because the Q1 2020 quarterly report (10-Q) was not filed. Abraxas has 60 days to submit a plan, and NASDAQ may allow up to 180 days, to Dec 27 2020. This adds to the still-unresolved 2019 10-K notice from April.
26 June 2020debt financing▼ BadMajor
On Jun 25 2020 both lenders waived defaults caused by the late 2019 10-K (the filing cites COVID-19 and the oil price decline), plus missed required hedges on the second-lien loan for Q1 2020. The first-lien borrowing base fell from $135.0m to $102m, with monthly mandatory prepayments from excess cash and the current ratio and interest coverage covenants replaced by first-lien leverage and asset coverage tests. The second-lien loan now pays interest in kind or in shares while first-lien debt is outstanding, at rates raised by 200bps (cash) and 400-500bps (in kind), with a $10m exit fee. Angelo Gordon and the lenders also get warrants for 19.9% of fully diluted common equity at a $0.01 exercise price, plus a board seat or observer rights. Shareholders face dilution from the warrants and any interest paid in shares.
6 Apr 2020listing compliance notice▼ BadMajor
On Apr 1 2020 NASDAQ notified Abraxas it was out of compliance because the 2019 annual report (Form 10-K) had not been filed. The company has 60 days to submit a plan; if accepted, NASDAQ may allow up to 180 days from the due date, to Sep 14 2020. The filing says the notice has no immediate effect on trading. This is a new listing problem on top of the bid-price deficiency.
25 Feb 2020listing compliance notice● Neutral
NASDAQ gave Abraxas a second 180-day period, to Aug 24 2020, to fix the share price falling below $1.00. This continues the Aug 2019 bid-price deficiency; the original deadline was Feb 24 2020. Compliance needs the average closing price at $1.00 or more for at least 10 consecutive business days.
19 Nov 2019debt financing▼ BadMajor
On Nov 13 2019 Abraxas got its first-lien lenders (Société Générale) to permanently waive a breach of the current ratio covenant (ratio below 1.00 for the quarter ended Sep 30 2019). The borrowing base was cut from $207.5m to $135.0m, Morgan Stanley Capital Administrators was added as a lender, and liens on Montana and Wyoming properties were released as Texas and North Dakota properties were mortgaged. Abraxas also took a new $100m second-lien term loan from Angelo Gordon (maturing Nov 13 2022, LIBO rate + 9.0% or reference rate + 8.0%, 3.5% original issue discount, about $95m net), used to pay down the first-lien facility. After closing, about $94m was drawn on the $135m base, leaving $41m available. This adds a senior-ranking layer of secured debt ahead of shareholders.
28 Aug 2019listing compliance notice▼ BadMajor
On August 27, 2019 NASDAQ notified Abraxas that its average closing share price over 30 consecutive trading days was below the $1.00 minimum required for listing. The company has 180 days to regain compliance by closing at $1.00 or more for 10 consecutive business days; the stock stays listed meanwhile, and the filing says it would likely move to an over-the-counter market if delisted. Shares were last priced above $1.00 in the 2016-2017 filings, so this marks a fall back below that level.
24 Oct 2018production update● Neutral
Abraxas filed a short notice that it issued a news release on October 24, 2018 titled 'Abraxas Provides Operational Update'. The release is an exhibit and its contents are not in the filing text, so no results can be stated.
14 July 2017asset acquisition disposition● NeutralMajor
On July 11, 2017 Abraxas closed the Ward County, Texas acquisition announced May 23, after title adjustments: 1,894 net acres rather than 2,008, for a closing price of $20.9 million. The filing compares this to an 'originally announced' $22.2 million, whereas the May 8-K stated $20.8 million, so the filings are inconsistent on the original price. The press release also mentions a further 853 net Delaware Basin acres acquisition and a divestiture update, but details are not in the filing text.
5 June 2017other▲ Good
A year on, the same presentation format shows a clear recovery: net debt down from $98 million to $21 million, market value doubled to $301 million, and the capital budget raised to $110 million against 44.7 million barrels of proved reserves and 6,820 barrels a day of production. The 2015-16 retrenchment had worked.
24 May 2017material agreement● NeutralMajor
On May 23, 2017 Abraxas signed an agreement to buy 2,008 net acres and 33 Boepd in Ward County, Texas, prospective for Wolfcamp/Bone Spring, for $20.8 million, with closing scheduled for July 2017. This is the first acquisition after the 25,000,000-share acquisition shelf of 2016; the filing does not say how it will be paid for.
17 May 2017debt financing● NeutralMajor
On May 16, 2017 Abraxas signed Amendment No. 3 to its Société Générale credit facility, extending maturity from June 2018 to May 11, 2021 and setting a borrowing base of $115.0 million from April 1, 2017. The maximum debt-to-EBITDAX covenant is now 3.50 (previously 4.00); current ratio and interest coverage minimums are unchanged at 1.00 and 2.50. The filing states the company has no substantial unpledged assets and may lack the means to make mandatory payments if borrowings exceed the base.
16 Feb 2017production update● Neutral
Abraxas filed a short notice that it issued a news release on February 15, 2017 with a reserve and operational update. The release itself is an exhibit and its figures are not in the filing text, so no results can be stated here.
20 Jan 2017material agreement● NeutralMajor
On January 19, 2017 Abraxas agreed to sell 25,000,000 new shares at $2.40 through underwriters led by Seaport Global Securities, with a 30-day option for up to 3,750,000 more. Net proceeds of about $56.8 million are to repay the credit facility first, then fund an expanded drilling budget of about $110.0 million; the company expects about $93.4 million of available borrowing capacity afterwards. This is a higher price than the $1.00 offering of May 2016, but existing shareholders are diluted again.
20 Sept 2016material agreement● NeutralMajor
On September 20, 2016 Abraxas completed the sale of its Portilla field in San Patricio County, Texas (about 2,074 net mineral acres, 0.8 million barrels of proved reserves per the Dec 31 2015 internal report) to Frostwood Energy, LLC for net proceeds of about $13.0 million. The company plans to use the proceeds to immediately repay its credit facility, consistent with the 2016 amendment that directs property-sale proceeds to the bank debt.
2 Aug 2016other▼ Bad
An investor presentation showing how far the downturn had cut into the company: 89 staff, 135 million shares, a $153 million market value against $98 million of net debt, and 2016 spending cut to $40 million from the $55 million planned a year earlier. Drilling had narrowed to the Bakken rig it owns through its Raven Drilling subsidiary.
20 July 2016business combination● Neutral
Abraxas filed Amendment No. 1 to its June 30 2016 acquisition shelf (S-4), still covering up to 25,000,000 shares that could be issued in future acquisitions. The last reported price was $1.22 on July 19, 2016, up from $1.09 used in the original filing. No acquisition or counterparty is named and the company expects no cash proceeds; any shares actually issued would dilute holders, but nothing has been agreed.
30 June 2016business combination● Neutral
On June 30, 2016 Abraxas filed an S-4 shelf registering up to 25,000,000 common shares it may issue in future acquisitions of assets, businesses or securities, at negotiated prices. No acquisition or counterparty is named, and no cash proceeds are expected; the last reported price was $1.09 on June 28, 2016. Any shares actually issued would dilute existing holders, but nothing has been agreed.
23 May 2016material agreement▼ BadMajor
On May 19, 2016 Abraxas sold 25,000,000 new shares at $1.00 each through underwriters led by Johnson Rice and Canaccord Genuity, with a 30-day option for up to 3,750,000 more. Net proceeds of about $23.5 million are for repaying credit facility debt, expanding the 2016 drilling budget to the full $40.0 million and general purposes including acquisitions. This is well below the $5.00 price of the June 2014 offering, and existing shareholders are diluted.
21 Apr 2016debt financing▼ BadMajor
On April 20, 2016 Abraxas amended its Société Générale credit facility: the borrowing base is $130.0 million from April 1, 2016, dropping automatically to $120.0 million on October 1, 2016 unless redetermined earlier (down from $162.5 million set in June 2014). Tougher terms include using 100% of property-sale proceeds and cash above $10.0 million to repay the facility, and giving lenders security over at least 90% of proven reserves PV-10 plus the headquarters building and two ranches. Hedges for April-October 2016 were monetized for about $10 million and replaced with about 1,948 barrels a day at $39.04; $124.0 million was outstanding on April 20, 2016.