Each one in plain English, with the numbers worked through for a shareholder.
18 Oct 2022debt financing● NeutralMajor
On October 14, 2022, HighPeak amended its bank credit facility (Fifth Amendment), raising the borrowing base to $550 million and elected commitments to $525 million (the Fourth Amendment had set both at $400 million), and replacing Fifth Third Bank with Wells Fargo as administrative agent. The lenders also waived two technical defaults, on minimum hedging for the June 30 and September 30, 2022 quarters and on the current ratio for September 30, 2022. Dividends now need 25% minimum availability instead of 30%, and another borrowing base redetermination is due around December 1, 2022.
The board approved another quarterly dividend of $0.025 per share, payable November 23, 2022 to holders of record on November 1, 2022, the same as before.
HighPeak closed the private placement on September 2, 2022, saying it was $85 million of 3.9 million new shares at $21.61, larger than the roughly $61.7 million and 2,855,162 shares in the August 24 filing. Final closings came after the August 22 initial closings, and proceeds are for general corporate purposes.
What it means for a shareholder
3.9m new shares at US$21.61 to raise about US$85.0m. That's 3.4% dilution: every existing holder's slice gets 3.4% smaller. If you held US$1,000 of shares (46 at the issue price), your slice goes from 0.0000424% to 0.0000409% of the company. To keep it you'd need 2 more shares - about US$43 at the issue price.
24 Aug 2022capital raising announcement● NeutralMajor
On August 22-23, 2022 HighPeak agreed to sell 2,855,162 new shares at $21.61 each to accredited investors in a private placement, for about $61.7 million, to be used for general corporate purposes. Insiders took part: CEO Jack Hightower (462,749 shares), President Michael Hollis (46,276), CFO Steven Tholen (9,255), COO Rodney Woodard (23,138) and the John Paul DeJoria Family Trust (2,313,744), approved under the related-party policy. The new shares dilute existing holders.
What it means for a shareholder
2.9m new shares at US$21.61 to raise about US$61.7m. That's 2.5% dilution: every existing holder's slice gets 2.5% smaller. If you held US$1,000 of shares (46 at the issue price), your slice goes from 0.0000424% to 0.0000413% of the company. To keep it you'd need 1 more shares - about US$22 at the issue price.
John Paul DeJoria, as trustee of the John Paul DeJoria Family Trust, and in his reported a HighPeak Energy, Inc. shareholding of 13,313,744 shares (11.33% of votes) in a periodic institutional filing.
Jack Hightower, HighPeak Energy Partners, LP, HighPeak Energy Partners II, LP, HighPeak Pure Acquisition, LLC reported a HighPeak Energy, Inc. shareholding of 91,492,319 shares (76.50% of votes) in a periodic institutional filing.
The board approved another quarterly dividend of $0.025 per share, payable August 25, 2022 to holders of record on August 1, 2022, unchanged from earlier quarters.
30 June 2022asset acquisition disposition● NeutralMajor
HighPeak closed the Hannathon acquisition on June 27, 2022 near its Signal Peak area in Howard County for 3,522,117 shares (valued at $97.2 million), $237.4 million cash (subject to final settlement) and about $300,000 of costs; the cash is lower than the $255 million first announced and the share count is lower than the roughly 3.78 million announced, with no reason given in the filing. It also signed a Fourth Amendment raising its Fifth Third bank credit facility borrowing base and elected commitments to $400 million (up from $195 million) and the maximum credit amount to $1.5 billion, and the sellers got registration rights for the new shares.
23 June 2022asset acquisition disposition● NeutralMajor
HighPeak reported the completion of the Flat Top-area acquisition agreed in February: it closed March 25, 2022 for 6,960,000 shares (valued at $156.6 million) and $141,000 cash. A related June 21, 2022 purchase of Borden County assets from Alamo Borden County 1 added 371,517 shares (valued at $11.2 million). In total 7,331,517 shares were issued, below the up to 7,733,333 shares first announced, and the filing says closing adjustments of $1.3 million in cash were paid to the company. Both are subject to final settlement. The filing was made because the combined deals count as a significant acquisition.
