Each one in plain English, with the numbers worked through for a shareholder.
23 June 2006business combination▲ GoodMajor
Energy Partners signed a merger agreement to buy Stone Energy at $51.00 a share in cash or shares, with the cash portion capped at about $723 million and the share exchange collared between 2.066 and 2.525 of its own shares - a transformational deal that would roughly double the company.
Stone Energy's board judged Energy Partners' cash-and-shares offer superior to Stone's existing agreed merger with Plains Exploration & Production, putting the much smaller Energy Partners in front to buy it.
The bank facility was enlarged from $200 million to $300 million, with an initial $225 million borrowing base, room to reach $400 million and maturity pushed out to 2011 - firepower assembled days before the company launched a takeover bid far larger than itself.
Javan Ottoson joined as senior vice president for drilling and engineering from April 2006, adding technical depth as the company pushed to grow its Gulf of Mexico drilling programme.
Executive bonuses for 2006 were re-anchored to production growth, reserve replacement, finding and development cost, operating cost per barrel and share-price performance against similar-sized peers.
Chief executive Richard Bachmann was awarded a $500,000 bonus and Phillip Gobe, by now president and chief operating officer, was added to an enlarged eleven-member board.
The board put three-year change-of-control severance agreements in place for Bachmann, Gobe, Looney and Peper and a matching plan for other senior staff, vesting all equity awards if the company were taken over - protection that became live eighteen months later when a hostile bidder appeared.
David Looney was recruited as chief financial officer from February 2005, taking over the finance seat from Suzanne Baer as the company digested the Castex purchase.
26 Jan 2005asset acquisition disposition▲ GoodMajor
Energy Partners closed its first large acquisition, paying about $146 million cash for south Louisiana oil and gas properties from the Castex group, funded in part by drawing $60 million on its bank revolver - the start of a habit of buying producing assets with borrowed money.
Exploration head Bruce Sidner resigned after almost three years, staying on as a $15,000-a-month consultant until March 2005 with his share options kept alive to year-end; he had been steadily selling down his holding through 2004.
Energy Partners hired Phillip Gobe as chief operating officer from December 2004 on a $300,000 salary with options, restricted units and change-of-control protection, filling out a management team around chairman and chief executive Richard Bachmann.