24 Apr 2020listing compliance notice▼ BadMajor
EP Energy Corp terminated the registration of a class of securities, ending its reporting obligation for them.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
19 Mar 2020material agreement termination▼ BadMajor
The court said on March 6, 2020 it would confirm the Fourth Amended Plan and entered the confirmation order on March 12. Then on March 18 the company and the supporting noteholders agreed to terminate the Plan Support Agreement and the backstop agreement that underpinned that plan, with no $26 million termination fee payable and the company reimbursing the noteholders' fees and expenses. The noteholders also agreed, through November 25, 2020, not to interfere with a further restructuring that treats their claims no less favorably than similar claims, and the company says it is exploring alternatives. This reverses the October 2019 deal, so the confirmed plan's terms (including the $500,000 for shareholders) are now in doubt; the stipulation needs court approval.
27 Nov 2019debt financing● NeutralMajor
On November 25, 2019 the bankruptcy court's order let EP Energy LLC enter a $314,710,456 debtor-in-possession credit agreement with JPMorgan and its existing bank lenders, with a $50 million letter of credit sublimit. It matures at the earliest of November 25, 2020, the effective date of an acceptable plan, or a sale of substantially all of the company, and charges LIBOR plus 3.50% (or base rate plus 2.50%). The DIP lenders also committed to convert into a $629,420,912 exit facility, which continues the funding set out in the October plan support agreement.
21 Oct 2019material agreement▼ BadMajor
On October 18, 2019, the company signed a Plan Support Agreement with noteholders holding about 52.0% of the 8.000% 2024 notes and about 79.3% of the 9.375% 2024 and 8.000% 2025 notes (including Elliott, Apollo, Access and Avenue). It turns the October agreement in principle into a plan: a rights offering of up to $475 million (of which $463 million is backstopped), and a roughly $629 million exit facility. Holders of the 9.375% 2024 and 8.000% 2025 notes would get 99.0% of the new shares, unsecured creditors 1.0%, and existing shareholders only a pro rata share of $500,000 in cash, with all stock diluted by the rights offering and a 10% employee incentive pool. A DIP facility of $314,710,456 was also committed.
4 Oct 2019bankruptcy or receivership▼ BadMajor
On October 3, 2019, EP Energy Corporation, EP Energy LLC and certain subsidiaries filed for Chapter 11 in the Southern District of Texas, the outcome of the forbearance period that ended that day. The filing accelerated all the debt listed: $629 million under the credit facility and senior notes of $1 billion (2026), $500 million (2024 8.000%), $1.092 billion (2024 9.375%), $1 billion (2025), $182 million (2020), $182 million (2022) and $324 million (2023). The company reports an agreement in principle with certain noteholders, subject to definitive documents, and says it will keep operating as debtor-in-possession. The excerpt does not state what equity holders would receive.
23 Sept 2019material agreement● Neutral
On September 18, 2019, the noteholders and bank lenders extended their agreements to hold off on enforcement from September 22 to October 3, 2019 (unless extended again or ended early). This continues the interest-default standoff, with no resolution reported in this filing.
16 Sept 2019material agreement▼ BadMajor
EP Energy did not make the roughly $40.0 million interest payment due August 15, 2019 on its 8.00% senior secured notes due 2025, and said it would not pay within the 30-day grace period, creating an event of default, which also counts as a default under the bank credit agreement. On September 14, 2019, holders of more than 70% of those notes and a majority of the bank lenders agreed to hold off on enforcing remedies until September 22, 2019, with no assurance of extension. The company cites ongoing creditor talks on strategic alternatives.
7 June 2019listing compliance notice● NeutralMajor
EP Energy Corp's exchange filed to remove a class of its securities from listing.
24 May 2019listing compliance notice▼ BadMajor
The NYSE suspended trading in EP Energy's stock on May 23, 2019 and began delisting proceedings, citing abnormally low trading price levels; this follows the January 2019 sub-$1.00 notice. The company expects the stock to trade on the OTC Pink market from May 24, 2019 under the symbol EPEG, a more limited market that may be less liquid. The company says it remains subject to SEC reporting.
9 Jan 2019listing compliance notice▼ BadMajor
The NYSE told EP Energy on January 3, 2019 that its stock's 30-day average closing price had fallen below the $1.00 minimum. The company has six months to fix this and the stock keeps trading on the NYSE meanwhile; the company says this does not affect operations or default any debt agreements. If not cured, the stock faces suspension and delisting.
24 May 2018debt financing● NeutralMajor
EP Energy extended its bank facility maturity to November 23, 2021, cut total commitments to $629.4 million and tightened the covenants (first lien net debt to EBITDAX no more than 2.25x, current ratio at least 1.00x), with the borrowing base reaffirmed at $1.36 billion. It also issued $1.0 billion of 7.750% senior secured notes due 2026 (interest each May 15 and Nov 15 from Nov 15, 2018), using proceeds to repay bank borrowings, for general corporate purposes and fees. This replaces the May 2019 bank maturity from earlier filings and answers the open question on the 2018 borrowing base redetermination; the filing text provided is truncated, so some terms may be missing.
3 May 2018material agreement● NeutralMajor
EP Energy amended its drilling joint venture with Apollo-affiliated Wolfcamp DrillCo (Access Industries now also holds an indirect minority stake in the investor) so the second tranche is developed in the Eagle Ford instead of the Permian, on the same economic terms. Phase One is 34 wells expected to finish in 2019, and a later Phase Two would be sized so the investor's share stays within $225 million; the investor has 60 days to approve or reject it, and if it rejects, EP Energy may proceed alone. About $215 million of first-tranche costs has been recovered from the investor, with the tranche expected to complete in the second half of 2018. This resolves the open question of whether the second tranche would be approved, and moves it from the Wolfcamp to a new area.
4 Jan 2018debt financing● NeutralMajor
EP Energy completed its exchange offers, issuing about $1.09 billion of new 9.375% senior secured notes due 2024 and paying about $47.7 million in cash. Holders tendered about $954 million (79.50%) of the 2020 notes, $53.6 million (21.45%) of the 2022 notes and $139.3 million (26.87%) of the 2023 notes. The new notes rank behind the bank facility in security. This resolves the exchange offer thread, and since the 2020 exchange completed, the covenant-stripping amendment from December should now apply to remaining 2020 holders (inference).
22 Dec 2017material agreement● NeutralMajor
EP Energy got enough noteholder consent in its exchange offer to sign an amendment to the 9.375% 2020 notes indenture that removes substantially all restrictive covenants and certain default events. It takes effect only once the 2020 notes exchange is completed, and then applies to all remaining holders. The exchange offers cover up to $1.2 billion of new 9.375% secured notes due 2024 plus cash for the 2020, 2022 and 2023 notes.
25 Apr 2017material agreement● Neutral
EP Energy amended its bank facility so that, through March 31, 2019, the total debt ratio limit is replaced by a limit of 3.00x first-lien debt to EBITDAX. The borrowing base was reaffirmed at $1.44 billion (down from the $1.65 billion in the earlier context), counting as the April 2017 redetermination, with the next one around October 31, 2017. This resolves the pending redetermination thread only for the spring review. The filing is signed by Kyle McCuen as interim CFO, a change from Dane Whitehead.
7 Feb 2017debt financing● NeutralMajor
EP Energy LLC sold $1.0 billion of 8.00% senior secured notes due 2025 and used the proceeds plus cash on hand to repay in full the $580 million priority term loans from August 2016, buy back $250 million of its 9.375% notes due 2020 on the open market, and repay $111 million of its bank facility. This replaces the 8.75%-plus-LIBOR priority term loans with cheaper secured debt and cuts some of the 2020 notes, adding to the November 2016 secured notes layer.
26 Jan 2017material agreement● NeutralMajor
EP Energy signed a drilling joint venture with Wolfcamp DrillCo, an Apollo-affiliated investor (Apollo affiliates own about 44.8% of EP Energy's stock). The investor funds 60% of EP Energy's share of costs on a first 75-well Wolfcamp program in Crockett, Reagan and Irion Counties, Texas, to earn 50% of EP Energy's working interest in each well. A second 75-well program needs the investor's approval, and the investor's stake drops to 15% of EP Energy's initial interest once it reaches a 12% return. The filing says the deal was approved by directors not affiliated with the investor, advised by independent advisors.
30 Nov 2016debt financing● NeutralMajor
EP Energy LLC sold $500.0 million of 8.00% senior secured notes due 2024, secured by the collateral that backs the bank facility, with the bank facility agent controlling most collateral matters. Interest is payable semi-annually from May 30, 2017. This adds a new secured debt layer alongside the bank facility and the August 2016 priority term loans.
26 Aug 2016debt financing● NeutralMajor
EP Energy LLC exchanged about $582 million (95%) of its existing 2018 and 2019 term loans for new term loans at LIBOR plus 8.75% (1.00% floor) maturing June 30, 2021, and paid a 3.0% fee to consenting lenders. The new loans rank ahead of the old ones but behind the bank facility, with prepayment penalties of 3.0% in year one and 1.0% in year two, and about $29 million of old term loans remain outstanding. The filing does not say why the company did this.
4 May 2016asset acquisition disposition▼ BadMajor
The Haynesville and Bossier asset sale to Covey Park closed on May 3, 2016 for $420 million, with net proceeds of about $395 million after adjustments, resolving the March agreement. The same day-range amendment to the bank facility cut its borrowing base from $2.75 billion to $1.65 billion, raised interest rates by 1.00%, and through March 31, 2018 replaced the total debt-to-EBITDAX limit with a first-lien limit of 3.50 to 1.0 and capped debt buybacks at $350.0 million. The filing also furnished first-quarter 2016 results and updated guidance, but gives no figures in the text provided.
21 Mar 2016material agreement● NeutralMajor
On March 18, 2016, subsidiaries agreed to sell substantially all of their Haynesville and Bossier shale assets to Covey Park Gas LLC for $420 million in cash, with a $21 million deposit in escrow. Closing was expected in the second quarter of 2016, with termination rights if it had not closed by July 1, 2016.
28 May 2015material agreement termination▲ GoodMajor
EP Energy LLC sold $800.0 million of 6.375% senior unsecured notes due 2023 and used part of the proceeds to retire its 6.875% senior secured notes due 2019. Holders tendered $480,758,000 of the 2019 notes, and the company deposited about $281.5 million to redeem and discharge the rest on June 29, 2015 at 103.468%. This swaps the 2019 secured debt for longer-dated unsecured debt due 2023, and the notes carry a registration rights agreement under which interest rises if an exchange offer is not completed on time.
7 Apr 2015material agreement▲ Good
EP Energy LLC, the company's operating subsidiary, extended its senior secured bank credit facility (RBL) by two years, from May 24, 2017 to May 24, 2019, with an earlier maturity if more than $25.0 million of its term loans or senior secured notes remain outstanding 180 days before their own maturity dates. The facility's borrowing base was reaffirmed at $2.75 billion, with the next review around November 30, 2015.
7 Jan 2014listing compliance notice▲ GoodMajor
the New York Stock Exchange certified EP Energy Corp's securities for listing, clearing them to begin trading.