Each one in plain English, with the numbers worked through for a shareholder.
3 Sept 2015production update● Neutral
Abraxas furnished a September 3, 2015 news release titled 'Abraxas Provides Financial and Operational Update' as an exhibit. The 8-K text contains no figures or terms; the substance is in the exhibit, which is not shown.
With the shares sliding through the 2015 oil-price crash, Abraxas told the market it saw no company-specific reason for it: $108 million drawn on a $165 million borrowing base, essentially bank debt only, a capital budget of $55 million that matched forecast cash flow, and 2015 production guidance of 6,500-7,000 barrels of oil equivalent a day left untouched. A defensive statement, but one backed with balance-sheet numbers rather than reassurance.
On June 18, 2014 Abraxas agreed to sell 10,000,000 new shares at $5.00 each to underwriters led by Stephens, Canaccord Genuity and Robert W. Baird, with a 30-day option for up to 1,500,000 more. Net proceeds of about $47.0 million are meant to speed up 2014 Bakken and Eagle Ford drilling, add leased acreage mainly in the Eagle Ford, repay credit facility debt and cover general purposes; closing was expected around June 24, 2014. Existing shareholders are diluted by the new shares (the filing gives no total share count to size it).
12 June 2014asset acquisition disposition▲ GoodMajor
On June 11, 2014 Abraxas entered into a third amended and restated credit facility with Société Générale, borrowing about $80.0 million at closing to refinance the previous facility and for general purposes. The borrowing base is $162.5 million (up from the $140.0 million temporary level earlier), the maximum commitment stays $300.0 million, and maturity moves out to June 30, 2018 from June 30, 2015. Interest was about 2.9% at closing, and the same three covenants (current ratio 1.00, interest coverage 2.50, debt/EBITDAX 4.00) continue.
Abraxas furnished a news release titled 'Abraxas Provides Operational Update; Announces Upcoming Presentation' and slides for CEO Bob Watson's February 12, 2014 talk at the Oil and Gas Investment Symposium in Fort Lauderdale. The 8-K text itself contains no figures or new terms; any detail is in the exhibits, which are not shown.
26 Dec 2013asset acquisition disposition● NeutralMajor
On December 20, 2013 Abraxas completed the WyCross sale to F-250, LLC for net proceeds of $71.4 million after fees and adjustments. The assets were about 1,200 net acres and 3.7 million barrels of proved reserves (June 30, 2013 internal report). The company plans to use the proceeds to pay down bank debt (the sentence is cut off in the filing). This closes the December 5 agreement.
On December 5, 2013 Abraxas agreed to sell its WyCross Eagle Ford interests in McMullen County, Texas to F-250, LLC for $73.0 million (effective December 1, 2013). It plans to repay revolving credit debt first, then redeploy funds into operated Eagle Ford and Bakken lease blocks. Closing was scheduled for December 2013. This sells the WyCross stake kept from the Blue Eagle dissolution.
Abraxas furnished an operational update news release and slides for CEO Bob Watson's September 10, 2013 presentation at the Euro Pacific Energy Conference. The 8-K text contains no figures or new terms.
14 Aug 2013asset acquisition disposition● NeutralMajor
On August 9, 2013 Abraxas completed the sale of most of its non-operated Bakken properties to a Natural Resource Partners subsidiary for a net $38.3 million after adjustments (effective March 1, 2013). This closes the June 2013 agreement.
On June 14, 2013 Abraxas agreed to sell most of its non-operated Bakken properties (about 13,500 net acres) to a Natural Resource Partners subsidiary for $35.3 million, plus assumption of an estimated $8.1 million of well spending commitments on 22 wells. Closing was set for the third quarter of 2013. This follows the sale process announced in February.
Abraxas furnished a news release with an operational update, fourth-quarter and year-end production and reserve data, and the start of a sale process for its non-operated Bakken/Three Forks assets. The 8-K text itself gives no figures; those are in the exhibit. The sale process leads into the June 2013 agreement.
On September 4, 2012 Abraxas agreed with Rock Oil to dissolve the Blue Eagle joint venture formed in 2010. Abraxas keeps full interests in Jourdanton (4,401 net acres) and Yoakum (1,868), and 25% of WyCross (695) and Nordheim (944). It also gets $7 million cash plus 25% of remaining cash on liquidation. The retained wells make 205 boe/d net, and a ten-well WyCross program is planned. This ends the Blue Eagle thread (note the filing names Rock Oil as counterparty, not Blue Stone).
On June 29, 2012 Abraxas amended its credit facility, raising the borrowing base to $140.0 million, with $15.0 (as written) of availability at that date. Until the end of 2012 or a sale of its Eagle Ford joint venture interest, drilling and completion spending is capped at $10.0 million a quarter. It also added oil hedges of 10,000 barrels a month, October 2012 to December 2014, at an average $82.72.
On February 14, 2012 Raven Drilling finalized the $7.0 million rig note under the September 2011 loan agreement at 4.26%, maturing February 14, 2017, with interest only for the first 18 months. This completes the rig financing; the rig is to head to the Williston Basin 'in the very near future'.
On September 19, 2011 Abraxas's subsidiary Raven Drilling signed a loan agreement with RBS Asset Finance for up to $7.0 million to refinance the drilling rig bought in July 2011. Abraxas guarantees it and the rig is the security. The company expects to send the rig to McKenzie County, North Dakota (Bakken / Three Forks) in the fourth quarter of 2011.
On June 30, 2011 Abraxas replaced its Société Générale credit facility with a new one maturing June 30, 2015, borrowing about $90.0 million at closing. The borrowing base is $125.0 million (maximum commitment $300.0 million), the rate was about 3.00% at June 30, and the debt-to-EBITDAX limit is 4.00. The filing also notes a July 6, 2011 press release on buying a used 2,000 hp drilling rig. This replaces the October 2009 facility.
On January 26, 2011 Abraxas sold 12,000,000 new shares at $4.40, alongside 8,503,347 shares sold by outside holders (Abraxas gets nothing from those). Net proceeds of about $49.3 million are meant to repay credit facility debt, raise the 2011 capital budget to $60 million and for general purposes; an extra 3,075,502-share option could add more. Existing holders are diluted by the new shares.
23 Aug 2010asset acquisition disposition▲ GoodMajor
On August 18, 2010 Abraxas contributed 8,333 net Eagle Ford acres to a new joint venture, Blue Eagle Energy, with Blue Stone Oil & Gas, and received a $25 million equity interest; Blue Stone put in $25 million cash and committed another $50 million. Once fully funded Abraxas will own 25% and Blue Stone 75%. Abraxas will operate the wells, and CEO Robert Watson joins the JV board.
7 Oct 2009asset acquisition disposition● NeutralMajor
On October 5, 2009 the Partnership merger closed: the Partnership merged into an Abraxas subsidiary, and each outside unit became 4.25 Abraxas shares (the lowest end of the range). Units held by Abraxas and its subsidiaries were cancelled, and the unitholders' exchange agreement was terminated. Abraxas also entered a new credit facility with Société Générale (maturing October 5, 2012) that refinanced its and the Partnership's old facilities: about $145.0 million borrowed ($135.0 million revolver, $10.0 million term loan), borrowing base $145.0 million, revolver commitment up to $300.0 million. The 4.25 ratio, which fits the stock trading at or above $1.412, means existing holders are diluted by less than the maximum; the share count issued is not given in the text shown. This resolves the merger, financing and subordinated debt maturity threads.
Filed to furnish a notice and slides for Abraxas's presentation at an oil and gas investment symposium in San Francisco (September 29 to October 1, 2009). It contains no new terms or figures.
Filed to furnish a September 8, 2009 announcement that the definitive proxy was filed for the October 5, 2009 special meeting, and slides for a September 10 investor conference in New York. It contains no new terms.
Abraxas filed its final proxy on September 8, 2009, calling a special stockholder meeting for October 5, 2009 (record date August 28) to vote on the share issuance for the Partnership merger and a larger equity incentive plan. Terms are unchanged from the preliminary proxy: up to 36,952,836 new shares (about 42.6% of post-closing shares), 31,563,881 (about 38.8%) at the $1.17 midpoint, with former unitholders owning 34.4% to 42.6%. Existing shares are not changed, and the board recommends voting for all proposals. This sets the vote date that was open.
On August 31, 2009 the Partnership extended its subordinated credit agreement again (Amendment No. 7). It now matures on the earlier of October 9, 2009 or three business days after the Abraxas stockholder meeting on the merger share issuance. This ties the debt deadline to the merger vote.
On August 13, 2009 the Partnership extended its subordinated credit agreement's maturity again, to August 31, 2009 (Amendment No. 6), from August 14. The subordinated debt is still unpaid and is being held up pending the merger financing.
Effective July 31, 2009 the Partnership's lenders agreed (Amendment No. 5 to both credit agreements) to let it cash in its profitable commodity swaps and use the money to repay debt, and required it to enter new swaps for Q4 2009 through 2013. Net proceeds were about $26.7 million, plus a $2.0 million July hedge settlement, so $28.7 million went to the senior facility. Senior debt fell to $95.0 million and the lenders cut the borrowing base to $95.0 million at the same time (from $130.0 million). This reduces the Partnership's debt, but it gives up the old swaps (including the 2012 swaps in the context) in exchange for new hedges at market prices.
On July 17, 2009 Abraxas Petroleum, the Partnership (Abraxas Energy Partners) and a merger subsidiary signed an amended and restated merger agreement, replacing the June 30 version. Outside unitholders would get shares equal to $6.00 divided by Abraxas's 20-day average price, within 4.25 to 6 shares per unit. Abraxas and its subsidiaries own about 46.7% of the units (5,350,598). Closing needs an Abraxas shareholder vote on the share issuance and on a larger equity plan, plus financing to repay the Partnership's credit and subordinated debt. Unitholders signed an amended voting and lock-up agreement: 90-day lock-up, a resale registration within 120 days of closing, and two new directors (Ed Russell and Brian Melton). This continues the June merger deal; no new price terms are stated beyond the earlier range.
Filed to furnish a July 10, 2009 press release announcing the filing of the preliminary proxy for the Partnership merger. The filing itself contains no new terms or figures; they are in the proxy filed the same week.
Abraxas filed its preliminary proxy for a special shareholder meeting (date not yet set) to vote on the Partnership merger and a larger equity incentive plan. It would issue up to 36,952,836 new shares, about 42.6% of the shares outstanding after closing; at the midpoint ($1.17 per share) it would be 31,563,881 shares, about 38.8%. Former unitholders would own between 34.4% and 42.6%. Existing shares stay outstanding and are not changed. The board recommends voting for it. The $0.96 price on July 9, 2009 is used for the fee calculation.
On June 30, 2009 Abraxas Petroleum and the Partnership signed the definitive merger agreement, following the June letter of intent. Outside unitholders would receive shares equal to $6.00 divided by Abraxas's 20-day average price, within 4.25 to 6 shares per unit. Abraxas and its subsidiaries own about 46.7% of the units. The deal needs an 80% unitholder vote, an Abraxas shareholder vote, an equity plan share increase, and financing sufficient to complete the merger and repay the Partnership's credit and subordinated debt. Two new directors (Ed Russell and Brian Melton) would join the board. The Partnership's subordinated debt maturity was also extended to August 14, 2009.
On June 18, 2009 Abraxas Petroleum and the Partnership signed a mostly non-binding letter of intent to merge the Partnership into Abraxas Petroleum, replacing the stalled IPO route. Outside unitholders would get $6.00 per unit paid in Abraxas shares, 4.25 to 6.00 shares per unit (equal to $1.00 to $1.41 per Abraxas share), with a 90-day lock-up. The deal needs a definitive agreement, a new credit facility and votes by Abraxas shareholders and unitholders; the investors agreed not to enforce their exchange rights and the Partnership will take no further IPO steps. The Partnership has suspended distributions. For shareholders this means new shares would be issued, though the filing gives no dilution percentage.