23 Aug 2021listing compliance notice▼ BadMajor
HARVEST NATURAL RESOURCES, INC. 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.
5 Oct 2017dividend declaration▲ GoodMajor
The end, and the number that matters: Harvest dissolved on 4 May 2017 after a shareholder vote in February, and paid holders $5.75 a share in cash on the same day. The stock stopped trading, the register was closed, and in August the board decided to stop filing most SEC reports. Unlike most companies that reach this point, Harvest's shareholders were paid - the proceeds of the Venezuelan and Gabon sales reached them rather than the creditors.
25 May 2017listing compliance notice▼ BadMajor
HARVEST NATURAL RESOURCES, INC. suspended its duty to file periodic reports with the SEC.
25 May 2017listing compliance notice▼ BadMajor
HARVEST NATURAL RESOURCES, INC. suspended its duty to file periodic reports with the SEC.
25 May 2017listing compliance notice▼ BadMajor
HARVEST NATURAL RESOURCES, INC. suspended its duty to file periodic reports with the SEC.
25 May 2017listing compliance notice▼ BadMajor
HARVEST NATURAL RESOURCES, INC. suspended its duty to file periodic reports with the SEC.
25 May 2017listing compliance notice▼ BadMajor
HARVEST NATURAL RESOURCES, INC. deregistered its securities, ending its obligation to file reports with the SEC.
25 May 2017listing compliance notice▼ BadMajor
HARVEST NATURAL RESOURCES, INC. suspended its duty to file periodic reports with the SEC.
8 May 2017listing compliance notice● NeutralMajor
HARVEST NATURAL RESOURCES, INC.'s exchange filed to remove a class of its securities from listing.
3 May 2017security holder rights change● Neutral
The February rights plan was amended so that it would survive the company's dissolution - keeping the takeover defence alive over a shell whose only asset was the cash still to be distributed.
19 Apr 2017director officer appointment● Neutral
James Edmiston's employment contract, in place since 2009, was cancelled because winding the company up no longer needed a full-time chief executive. He stayed on as chief executive and director under a consulting arrangement to see the liquidation through.
13 Apr 2017asset acquisition disposition▲ GoodMajor
The Gabon sale closed for about $32 million in cash. With that, Harvest owned no oil and gas anywhere: everything left was money in the bank, waiting to be handed to shareholders.
23 Feb 2017listing compliance notice▲ GoodMajor
the New York Stock Exchange certified HARVEST NATURAL RESOURCES, INC.'s securities for listing, clearing them to begin trading.
21 Feb 2017security holder rights change● Neutral
Days before shareholders voted on winding the company up, the board adopted a fresh rights plan and paid out one preferred-share purchase right for every ordinary share - a defence against anyone buying up the stock cheaply to capture the cash the liquidation was about to distribute.
28 Dec 2016material agreement▲ GoodMajor
With Venezuela gone, Harvest agreed to sell its last operating asset too: 100% of the Dussafu subsidiary holding a 66.67% interest in the Gabon licence, to BW Energy Gabon for $32 million, $2.5 million of it held back in escrow. The company was now selling itself for parts, deliberately.
5 Dec 2016listing compliance notice▼ Bad
HARVEST NATURAL RESOURCES, INC. withdrew a registration statement, abandoning the offering it covered.
13 Oct 2016asset acquisition disposition● NeutralMajor
Harvest finally left Venezuela on 7 October 2016, selling its 51% of the Petrodelta holding company to Delta Petroleum, to which CT Energy had assigned the deal. It received $69.4 million in cash and a $12 million note, and in the same stroke cancelled $40.4 million of CT Energy debt, retired the 34 million-share warrant and took back the 8,667,597 shares - about 17% of the company - that CT Energy held. Fourteen years of dependence on one country ended, and the balance sheet was clean for the first time since 2010.
14 Sept 2016material agreement▲ GoodMajor
Petroandina, which still held 29% of the Venezuelan holding company from the failed 2013 sale, had sued in Delaware and won an injunction in August that stopped the CT Energy sale outright. A September settlement lifted the injunction and provided for mutual releases, unblocking the only exit Harvest had left.
30 June 2016debt financing● NeutralMajor
The third and final attempt to sell Venezuela, this time to the lender itself: CT Energy agreed to buy Harvest's remaining 51% of the Petrodelta holding company - an indirect 20.4% of Petrodelta - for $80 million in cash plus an 11% note. Selling the asset to the party that already controlled the company is not an auction outcome, but by now there was no other buyer.
24 June 2016debt financing▼ BadMajor
CT Energy began drawing down the standby facility, lending a first $2 million secured on substantially everything Harvest owned including its subsidiaries' shares - and in doing so pushed back the date on which it could have called in its claim.
9 May 2016debt financing▼ BadMajor
A third amendment in as many months: CT Energy lent another $3 million and rolled the next $1.08 million of interest into principal as well, taking the note to $30.9 million. The debt was growing by itself while the company shrank.
29 Apr 2016listing compliance notice▼ BadMajor
A different and more serious listing failure: Harvest's average market value had fallen below $50 million at the same time as its shareholders' equity, and the exchange required an eighteen-month recovery plan. The price notices had been about the share; this one was about the whole company being too small to list.
7 Apr 2016debt financing▼ BadMajor
A second amendment to the same note wiped out the $975,445 of interest due that April by adding it to the principal, which rose to $27.0 million. Harvest could not pay interest in cash on the loan that had rescued it nine months earlier.
7 Jan 2016debt financing● NeutralMajor
Harvest rolled a missed interest payment into the principal of the CT Energy note, and at the same time its Venezuelan-side subsidiary lent money back to CT Energia - the Malta company that had been managing those Venezuelan interests since the June 2015 deal - on an 11% note due 2019. Money was moving in both directions between the company and the group that controlled it.
4 Dec 2015listing compliance notice▼ BadMajor
The share price fell back below $1 and the New York Stock Exchange restarted the six-month compliance clock - the second such notice in ten months, and this time after the CT Energy rescue rather than before it.
11 Sept 2015agm notice● NeutralMajor
Shareholders approved every one of the eight proposals put to the annual meeting, including nearly doubling the authorised share count from 80 million to 150 million and clearing CT Energy's convertible note and 34 million-share warrant. The company reported this as a change of control, which is what it was: the June rescue became permanent with the holders' consent.
2 July 2015listing compliance notice▼ Bad
Three long-serving directors had resigned to make room for CT Energy's nominees, which left the audit committee with only one independent member and drew a fresh notice from the New York Stock Exchange. Harvest reconstituted the committee within a day and the breach was cured.
22 June 2015director officer appointment● NeutralMajor
The rescue, and the price of it: CT Energy Holding, a Venezuelan-Italian consortium, put in $32.2 million through a 15% secured note and a 9% note convertible into 8.5 million shares at $0.82, took a warrant over 34.1 million more shares at $1.25, promised up to $12 million further in monthly instalments, and received preferred stock carrying votes plus three board seats and a veto over issuing shares, budgets, senior pay and even filing for bankruptcy. The proceeds repaid the chief executive's $50,000 note, $1.3 million owed to a CT affiliate and Petroandina's $7.6 million. Harvest survived by handing effective control to its lender.
8 June 2015debt financing▼ BadMajor
Chief executive James Edmiston personally lent the company $50,000 at 11%. A public company borrowing five figures from its own chief executive is not a financing decision; it is the clearest possible statement that there was no money left.
24 Apr 2015security holder rights change● Neutral
The rights plan, due to expire in days, was extended to 2018 and its exercise price cut from $60 to $4 - a mechanical adjustment to a share price that had fallen by more than 90%, and a sign the board expected someone to come for the company cheaply.