Each one in plain English, with the numbers worked through for a shareholder.
14 Aug 2007capital raising announcement● NeutralMajor
In August 2007, after the sale of CanArgo's interest in Tethys, about US$21 million of net proceeds was used to repay all of the Senior Secured Notes (US$20,840,396.49 put in escrow around August 3) and part of the Senior Subordinated Notes. To compensate holders for giving up their conversion rights, CanArgo issued warrants over 17,916,667 shares at US$1.00 (expiring December 6, 2007) to senior holders and 3,750,000 at US$1.00 (expiring November 13, 2007) to subordinated holders. It also agreed to sell 2,500,000 shares at US$1.00 to three investors (US$2.5 million), with 5 million warrants at US$1.00 to August 2009, to fund the Manavi M12 well fracturing. This sharply cuts debt and removes the secured notes, but the Tethys stake has been sold and the warrants and new shares add potential dilution. The text provided is cut off, so the exact amount of subordinated notes repaid and remaining is not stated.
18 June 2007capital raising announcement● NeutralMajor
On June 13, 2007 CanArgo finalised the earlier debt-for-Tethys-shares swap: US$15 million of its notes were converted into 6 million Tethys shares, leaving CanArgo with 8 million Tethys shares, about 29.7% of Tethys. The converting holders received compensatory warrants over CanArgo stock (11.1 million at US$0.90 for Ingalls & Snyder and 5 million at US$1.00 for Persistency). Separately, noteholders agreed that the roughly US$2.1 million of interest due June 30, 2007 would be paid with new notes on the same terms instead of cash, convertible into up to 2,250,000 CanArgo shares. This completes the pending conversion, but CanArgo's Tethys stake is now below the roughly 67% held after February and interest is being deferred into more debt, which adds potential dilution. A Toronto Stock Exchange conditional approval for a Tethys listing (subject to an IPO) replaces the earlier AIM plan.
11 June 2007capital raising announcement● NeutralMajor
On June 5, 2007 CanArgo agreed to convert US$10 million of its senior secured notes and US$5 million of the subordinated notes into 6 million Tethys shares at US$2.50 each, with the shares supplied by CanArgo Limited. The conversion was due about five business days later. As compensation, the converting holders get warrants over CanArgo shares: 11,111,111 at $0.90 for the senior holders and 5 million at $1.00 for Persistency. This reduces CanArgo's debt by US$15 million but hands over some of its Tethys stake and adds potential dilution. Other note holders also consented, and CanArgo Limited may sell Tethys shares at a minimum of US$2.50.
13 Oct 2006capital raising announcement● NeutralMajor
Effective October 12, 2006 CanArgo issued 12,263,368 new shares in a private placement in Norway for gross proceeds of NOK 111.6 million (about $16.7 million), with estimated fees of about $1.0 million. Because registering the shares was delayed, it also paid subscribers a cash penalty of about $0.83 million (5% of the subscription price). The money is for working capital and future Georgian spending, including securing drilling equipment. This is the first equity raise in this stretch and it dilutes existing shareholders, and it appears to be the offering CanArgo had been seeking to register since 2005 (inference).
5 July 2006capital raising announcement● NeutralMajor
On June 28, 2006 CanArgo sold US$10 million of 12% Subordinated Convertible Guaranteed Notes due June 28, 2010 to Persistency, with warrants over 12.5 million shares at $1.00. The notes convert into shares at $1.00 and the money is for Georgia (Ninotsminda development and Kumisi appraisal). Holders of the March 2006 US$13 million notes also agreed to convert them into shares of subsidiary Tethys Petroleum Investments if Tethys is admitted to London's AIM market, in exchange for new warrants over 13 million CanArgo shares at $1.00. Persistency separately bought US$5 million of those March notes. This adds debt at a higher interest rate and brings more potential dilution for existing shareholders.
On March 3, 2006 CanArgo raised US$13 million through Senior Subordinated Convertible Guaranteed Notes due September 1, 2009, arranged by Ingalls & Snyder, plus warrants over 13,000,000 shares at $1.37. The notes pay 3% interest until Dec 31, 2006 and 10% after that, and convert into CanArgo shares at $1.37 (or, for one year, into Tethys shares). Proceeds are for the Kyzyloi gas field and committed exploration in Kazakhstan, so the money follows the gas contract signed in January. The notes rank behind the 2005 senior secured notes, and conversion is capped at 19.9% of shares outstanding unless shareholders approve. The same filing reports a non-binding memorandum of understanding (MOU) for Georgian state gas sales from the Kumisi prospect near Tbilisi, a take-or-pay contract starting at US$55 per thousand cubic metres and rising to US$80 by year ten, effective subject to final regulatory approval, with a well planned between May and December 2006.
6 Oct 2004capital raising announcement● NeutralMajor
On September 30, 2004 CanArgo issued 6 million restricted shares (valued at US$4,320,000 at that day's closing price) to NPET Oil Limited in exchange for NPET's 25% interest in CanArgo Norio Limited. This raises CanArgo's stake in that subsidiary (previously 64.2%, per the July 2003 release) at the cost of issuing new shares.
31 Aug 2004capital raising announcement● NeutralMajor
On August 27, 2004 CanArgo borrowed a further $1,000,000 from Salahi Ozturk, repayable in two years and one day and convertible into shares at $0.69 each (not before one year), and extended his April 2004 loan to one year and one day. He gets a new warrant for 2,000,000 shares at $0.63 replacing his earlier 1,000,000-share warrant at $1.05; conversion and the warrant could add shares for existing holders to absorb.
