On August 30, 2010 Wells Fargo raised the borrowing base from $25M to $30M in a Third Amendment, and the company borrowed the full $5M increase. Interest stays at prime+2%, maturity stays July 1, 2012, and Wells Fargo received new warrants for 1,000,000 shares at $1.00 expiring December 1, 2014. Debt rises by $5M and the warrants add potential dilution.
10 Mar 2010capital raising announcement● NeutralMajor
On March 5, 2010 NYSE Amex told the company it has resolved the continued-listing deficiency first raised in June 2009. On March 10 the company began issuing Langtry (controlled by CEO Wallen) 10,350,000 common shares and 103,500 convertible preferred shares (convertible at $1.20) in exchange for the pre-paid drilling credits, after the Exchange approved the listing on March 5. Authorized common shares were raised from 100M to 120M. This closes the listing thread and completes the Langtry issuance that dilutes existing holders.
23 Dec 2009capital raising announcement▲ GoodMajor
On December 18, 2009 the company signed a Second Amendment with Wells Fargo Energy Capital raising the revolver from $20M to $40M, lifting the borrowing base from $20M to $25M, and pushing maturity of the revolver and the $5M convertible term loan to July 1, 2012 (still prime+2%, secured on substantially all assets). It issued Wells Fargo new warrants for 5,000,000 shares at $1.00 (expiring Dec 1, 2014) and extended the existing 2,500,000-share warrants to the same date. Separately, CEO Calvin Wallen III lent the company $2,000,000 (prime+1%, due August 31, 2012, subordinated to Wells Fargo), and the proceeds repaid the Diversified Dynamics note held by director William Bruggeman. The filing does not say it settles the earlier $12.5M borrowing-base shortfall, but the new $25M base replaces the $7.5M base; the warrants add potential dilution.
In August 2009 the company sold 2,104,001 shares for about $1,788,400 ($0.85 per share), with warrants for 1,052,000 shares at $0.85 through July 31, 2014; $59,500 in commissions went to Avalon Group. Wells Fargo also extended its waiver on the $12.5M borrowing-base shortfall from September 1 to October 1, 2009, so the shortfall is still unresolved.
What it means for a shareholder
1.1m new shares at $0.850 to raise about $1.8m. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
On March 5, 2007 the company signed a credit agreement with Wells Fargo Energy Capital: a $20M revolver plus a $5M convertible term loan, at prime plus 2%, maturing March 1, 2010, secured on substantially all assets. About $5M was used to retire the Petro Capital V debt, ending that dispute-ridden loan. Wells Fargo also got 2.5M warrants at $1.00 (five years) and a promised 5% net profits interest in certain Louisiana properties after repayment; the press release says the term loan converts at $1.00 per share and the revolver's initial borrowing base is $4M.
21 Dec 2006capital raising announcement● NeutralMajor
On December 15, 2006 the company sold 7,880,000 new shares for $3,940,000 ($0.50 per share), with warrants for 3,940,000 shares at $0.70 through November 30, 2011. Investors included William Bruggeman (about 23.0% owner beforehand) and director Bob Clements. The press release says proceeds will go to completing the three S.E. Johnson wells, reworking three western wells, more acreage and general purposes; this adds to the share count and is the financing the company had been seeking, so existing holders are diluted.
What it means for a shareholder
3.9m new shares at $0.700 to raise about $3.9m. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
2 Aug 2006capital raising announcement● NeutralMajor
On July 28, 2006 the company raised $2,100,000 from unaffiliated investors for 3,000,000 shares plus warrants for 1,500,000 shares, exercisable at $0.70 through July 31, 2011. The placement agent gets 2% of the proceeds in cash plus 150,000 shares. The press release says proceeds fund its share of the S.E. Johnson 19 No. 1 Cotton Valley well and working capital, and that more capital is still being sought. This adds dilution at $0.70 per share, below the $0.80 paid in December 2005.
16 Dec 2005capital raising announcement● NeutralMajor
On December 16, 2005 the company sold 2,500,000 shares at $0.80 each (about $2 million) plus five-year warrants for 1,000,000 shares at $1.00. The press release says the money funds its share of two Cotton Valley wells, and that a larger $10-$12 million financing is being pursued, subject to a deal with Tauren (owned by Calvin Wallen III) and several approvals including shareholder approval to raise authorized shares. That larger deal is not yet agreed.
What it means for a shareholder
2.5m new shares at $0.800 to raise about $2.0m. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
On January 11, 2005 the company issued 1,531,661 shares to Caravel Resources Energy Fund 2003-II, L.P. and 468,339 shares to CEO Calvin Wallen III in exchange for working interests in the Kraemer 24-1 well in Desoto Parish. This appears to be the share-based part of the Kraemer well acquisition flagged in the October 2004 financing (an inference from the matching well and Caravel name). It adds 2,000,000 shares to the count.
12 Oct 2004capital raising announcement● NeutralMajor
On October 6, 2004 the company issued $2,585,000 of 7% senior secured convertible debentures due September 30, 2009, convertible at $0.50 per share, with warrants for 2,585,000 shares at $1.00. Proceeds are for a 25% interest in the Kraemer 24 #1 well in the Bethany-Longstreet play in northern Louisiana and for drilling two more wells. For shareholders this adds secured debt and potential dilution from conversion and the warrants. The attached press release gives the amount as $2.575 million, which differs from the filing's $2,585,000.