ATP OIL & GAS CORP

19 Feb 2013material agreement▼ BadMajor

On February 13, 2013 ATP and its DIP lenders agreed Amendment No. 3, adding a term loan facility of up to $117M at a 15% original issue discount (an initial $11.8M was made available February 14; the discount falls to 2% if the final order is not entered at a February 19 hearing). It adds milestones for GC 300 wells and other projects, requires efforts to restructure its royalty (ORRI and NPI) obligations, lets lenders hire a consultant who can suspend borrowing if Clipper runs late or over budget, and requires hiring project managers and a general manager. The costlier borrowing and tighter lender oversight continue the pattern of the earlier amendments; the filing does not say what shareholders receive.

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13 Dec 2012material agreement▼ BadMajor

On December 9, 2012 ATP and its DIP lenders amended the loan again (Amendment No. 2). Lenders waived certain reserve reports for the three remaining undrawn tranches ($30M, $60M and $25M) but moved the availability windows and made missing commercial operation of the MC 942 S-Sand by January 2, 2013 or the Clipper Project by March 1, 2013 events of default. It adds sale-process milestones for the shelf and deepwater properties, requires prepayments from asset sales by the Dutch subsidiary, and raises interest by 1-2% plus a 1% amendment fee paid in kind. This tightens lender control and makes asset sales more likely, with no word on shareholder recovery.

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27 Sept 2012material agreement▼ BadMajor

On September 21, 2012 ATP and its lenders amended the DIP loan with Bankruptcy Court approval. Certain lenders will make an extra $25M available if conditions are met, interest rises 0.50% on all loans (2.00% for lenders providing the extra money), paid in kind, and the chief restructuring officer must approve spending over $1M. Some Clipper funding conditions were loosened and dates moved earlier, but if ATP misses an October 31 or November 15, 2012 target, it faces new milestones including a data room and a sale motion in bankruptcy court. This makes the loan costlier and adds a possible asset-sale path.

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26 Sept 2012material agreement● NeutralMajor

Effective September 18, 2012, ATP's Dutch subsidiary ATP East Med (not part of the bankruptcy filing) gave Moncrief Oil International a 90-day option to buy its Mediterranean Sea working interests; ATP also agreed, subject to conditions, to sell its own interests in those properties to Moncrief. The deal needs agreed sale documents, diligence, partner consents and Bankruptcy Court approval, Moncrief would pay ATP East Med its expenses on the interests, and Moncrief can walk away without penalty. The filing also furnishes revised projections given to lenders and the August 17-31 monthly operating report, but the text shown gives no figures from them.

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14 Sept 2012listing compliance notice● NeutralMajor

ATP OIL & GAS CORP's exchange filed to remove a class of its securities from listing.

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5 Sept 2012debt financing● NeutralMajor

On August 29, 2012 ATP signed its Chapter 11 debtor-in-possession loan agreement with Credit Suisse and other lenders, the financing it had a commitment for at filing. Lenders agreed, if the Bankruptcy Court approves, to lend up to $250M of new money ($50M already advanced) plus up to $367.6M plus accrued interest to refinance existing loans, at LIBOR (1.5% floor) plus 8.50% or base rate plus 7.50%. New money is tied to the Clipper and Gomez #9 projects and to milestones; the loans fall due at the earliest of 18 months, 35 days after the interim order if no final order, or a confirmed plan's effective date, and are secured by first-priority liens on substantially all of ATP's property. The filing says nothing about what shareholders receive.

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23 Aug 2012listing compliance notice▼ BadMajor

NASDAQ told ATP on August 20, 2012 that its common stock will be delisted, citing the bankruptcy filing, concerns about the residual value of existing shareholders' interests, and the late Form 10-Q for June 30, 2012. ATP will not appeal; trading is suspended at the open on August 29, 2012, and the stock may then trade on the Pink Sheets or possibly the OTCBB.

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20 Aug 2012bankruptcy or receivership▼ BadMajor

On August 17, 2012 ATP filed for Chapter 11 in the Southern District of Texas, saying operations will continue as a debtor-in-possession. The filing triggered default or acceleration of the $1.5B 11.875% second lien notes, about $366M under the Credit Suisse credit agreement and about $35M under the June 2012 convertible note, with enforcement stayed. ATP has a commitment for $617.6M of DIP financing from existing senior lenders ($250M new money), and blames the Macondo blowout and the Gulf of Mexico drilling moratoria; the filing does not say what shareholders will receive.

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20 June 2012capital raising announcement▼ BadMajor

On June 20, 2012 ATP closed a $35M private placement with one institutional investor: an 8.0% unsecured convertible note maturing December 20, 2013, plus a warrant for 3,923,767 shares at $6.69. The note converts at $4.46 per share, or at 87% of market price if ATP pays installments in stock, so it can dilute existing shareholders; about $1.65M of expenses were incurred and ATP intends to use the proceeds for working capital. ATP also agreed to seek shareholder approval to issue more than 20% of its shares if needed.

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15 Mar 2012security holder rights change● NeutralMajor

On March 9, 2012 ATP again amended its Credit Suisse first lien term loan, allowing incremental loans up to the lesser of 10% of adjusted net tangible assets or $365M, less existing loans. Upon funding (conditions due by March 30, 2012), the rate on the existing loans changes from a fixed 9.0% to a floating LIBOR plus 7.25% (initially 8.75%), with 1% and 2% fees on the new loans. The press release says the expansion was set at $155M, and that ATP received about $60M from asset sales in March 2012 and expects over $100M more from sales scheduled to close that month.

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