5 Oct 2021securities registration● Neutral
Coterra Energy Inc. amended an already-effective registration statement.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
5 Oct 2021director interest notice● Neutral
Lisa A Stewart became a Coterra Energy Inc. director and company insider (initial ownership filing).
5 Oct 2021director interest notice● Neutral
Coterra Energy Inc. director Lisa A Stewart received 87,185 shares as part of the equity award.
5 Oct 2021director interest notice● Neutral
Paul Eckley became a Coterra Energy Inc. director and company insider (initial ownership filing).
1 Oct 2021asset acquisition disposition● NeutralMajor
The Cimarex merger closed on October 1, 2021 and Cabot changed its name to Coterra Energy Inc. Each Cimarex share became 4.0146 Coterra shares; about 414 million new shares were issued, roughly 50.5% of the shares outstanding afterwards, so existing Cabot holders now own about half the company. The trading symbol changes from COG to CTRA from October 4, 2021. The ten-person board is five Cabot and five Cimarex directors (Best, Delaney and Ralls left). Dinges became Executive Chairman and Stewart Lead Independent Director. Thomas Jorden became CEO and President while Schroeder stays CFO. This resolves the main merger thread from the earlier filings.
17 Sept 2021debt financing● NeutralMajor
On September 16, 2021, Cabot signed the Second Amendment to its credit agreement (JPMorgan Chase as agent), as it had said on September 8 it would seek. It removes the borrowing-base limit, replaces the existing financial covenants with a maximum total debt to EBITDA of 3.0 to 1.0, and leaves $1.5 billion of commitments available at the exchange offers' settlement date. It only takes effect if the Cimarex merger completes and the Cimarex note exchange settles. The filing also discloses two shareholder lawsuits (Bushansky and Miers, filed in federal court in New York) seeking to block the merger over alleged missing disclosures; Cabot calls them without merit but is adding disclosures to the proxy materials (including details of J.P. Morgan's valuation analysis) to moot them.
8 Sept 2021business combination● NeutralMajor
On September 8, 2021, Cabot launched offers to swap Cimarex's outstanding notes for up to $2.0 billion of new Cabot notes plus cash, conditional on the merger closing. It is also seeking lender consent to amend its credit agreement (JPMorgan Chase as agent) to drop the borrowing-base limit and replace it with a maximum debt-to-EBITDA ratio of 3.0 to 1.0, leaving $1.5 billion of commitments available at closing if approved. The filing names the expected ten-person post-merger board: Dinges, Ables, Boswell, Brock and Watts from Cabot, and Jorden, Stewart (expected Lead Director), Eckley, Helmerich and Vallejo from Cimarex. It also says the S-4 was declared effective August 20, 2021. This continues the merger thread and its debt arrangements.
23 Aug 2021securities registration● Neutral
Coterra Energy Inc. filed the final prospectus for a registered offering.
13 Aug 2021business combination● Neutral
Cabot filed an amended registration statement for the Cimarex merger that sets the record date at August 10, 2021 and both companies' special shareholder meetings for September 29, 2021. Cabot holders will vote on issuing shares for the merger and on raising authorized shares from 960 million to 1.8 billion; both boards unanimously recommend voting for. The terms (4.0146 Cabot shares per Cimarex share, about $71.50 per share value at the May 21, 2021 price) are unchanged, so this continues the existing merger thread.
4 Aug 2021director interest notice● Neutral
Coterra Energy Inc. Sr Vice Pres, EHS and Eng Steven W Lindeman sold 35,500 shares at $19.34.
30 July 2021quarterly activities report● Neutral
Coterra Energy Inc. reported quarterly revenue of $324.0 million and net income of $30.0 million for the period ended 2021-06-30.
30 July 2021quarterly activities report● Neutral
Coterra Energy Inc. reported quarterly revenue of $324.0 million and net income of $30.0 million for the period ended 2021-06-30.
16 July 2021director interest notice● Neutral
Coterra Energy Inc. director Peter B Delaney acquired 1,138 shares at $16.48 under a company stock plan.
16 July 2021director interest notice● Neutral
Coterra Energy Inc. director Robert S Boswell acquired 683 shares at $16.48 under a company stock plan.
30 June 2021business combination● NeutralMajor
Cabot filed the registration statement (Form S-4) for the Cimarex merger, registering up to 414,921,039 Cabot shares for Cimarex holders plus 952,716 shares tied to Cimarex preferred stock. Cabot holders will be asked to vote on the share issuance and on raising authorized shares from 960,000,000 to 1,800,000,000. The merger agreement was amended on June 29, 2021, and the exchange ratio remains 4.0146; the document is preliminary, with meeting dates still blank. This continues the Cimarex merger thread.
10 June 2021substantial holder notice● Neutral
Capital World Investors reported a Coterra Energy Inc. shareholding of 46,587,445 shares (11.70% of votes) in a periodic institutional filing.
24 May 2021business combination● NeutralMajor
Cabot agreed on May 23, 2021 to buy Cimarex Energy Co. in an all-stock merger of equals: each Cimarex share becomes 4.0146 Cabot shares, and Cimarex becomes a wholly owned subsidiary. After closing, the board would have ten members (five from each company), Dan Dinges would become Executive Chairman (term ending by Dec 31, 2022), Thomas Jorden would become President and CEO, and Scott Schroeder would become CFO. Closing needs approval from both companies' shareholders, U.S. antitrust clearance, an effective registration statement and NYSE listing, and either side can terminate if it is not completed by January 23, 2022; a $250 million termination fee applies in specified cases. Cabot shareholders would also vote on increasing authorized shares, so this is a new, major thread that would dilute existing holders' ownership share (inference).
30 Apr 2021agm notice● Neutral
Coterra Energy Inc. shareholders approved the routine matters put to a vote at the company's annual meeting (director elections, auditor ratification, and the executive-pay advisory vote).
30 Apr 2021quarterly activities report● Neutral
Coterra Energy Inc. reported quarterly revenue of $460.0 million and net income of $126.0 million for the period ended 2021-03-31.
30 Apr 2021quarterly activities report● Neutral
Coterra Energy Inc. reported quarterly revenue of $460.0 million and net income of $126.0 million for the period ended 2021-03-31.
19 Apr 2021director interest notice● Neutral
Coterra Energy Inc. director Robert Kelley acquired 1,560 shares at $16.83 under a company stock plan.
19 Apr 2021director interest notice● Neutral
Coterra Energy Inc. director Robert S Boswell acquired 669 shares at $16.83 under a company stock plan.
19 Apr 2021director interest notice● Neutral
Coterra Energy Inc. director Peter B Delaney acquired 1,115 shares at $16.83 under a company stock plan.
12 Mar 2021director interest notice● Neutral
Coterra Energy Inc. Vice Pres, Finance & Treasurer Matthew P Kerin sold 19,000 shares at $19.40.
12 Mar 2021director interest notice● Neutral
Coterra Energy Inc. Sr Vice Pres, EHS and Eng Steven W Lindeman sold 35,500 shares at $19.34.
12 Mar 2021director interest notice● Neutral
Coterra Energy Inc. Vice Pres, Admin & Corp Sec Deidre L Shearer sold 22,500 shares at $19.40.
10 Mar 2021substantial holder notice● Neutral
Aristotle Capital Management, LLC reported a Coterra Energy Inc. shareholding of 42,871,229 shares (10.73% of votes) in a periodic institutional filing.
24 Feb 2021quarterly activities report● Neutral
Coterra Energy Inc. reported quarterly revenue of $460.0 million and net income of $126.0 million for the period ended 2021-03-31.
19 Feb 2021director interest notice● Neutral
Coterra Energy Inc. director Robert S Boswell received 12,380 shares as part of the equity award.
19 Feb 2021director interest notice● Neutral
Coterra Energy Inc. director Dorothy M Ables received 12,380 shares as part of the equity award.