Each one in plain English, with the numbers worked through for a shareholder.
21 Dec 2012debt financing▼ BadMajor
Magnum Hunter issued another $150 million of its 9.750% senior notes due 2020 (on top of the $450 million sold in May 2012, taking total notes to $600 million), and its bank lenders reduced the revolving credit facility's borrowing base to offset the new bond debt, as required under the credit agreement's debt-substitution formula.
Magnum Hunter's bank lenders raised the annual cap on preferred-stock dividends from $40 million to $45 million, a routine covenant tweak reflecting the growing stack of Series C, D and E preferred stock outstanding.
Bakken Hunter agreed to buy about 20,000 net Williston Basin acres and related well interests in Divide County, North Dakota from Samson Resources - the same operator that held an area-of-mutual-interest option on the earlier Baytex deal - for $30 million cash, further building out the North Dakota position.
Magnum Hunter's lenders raised its credit facility borrowing base again to $325 million (plus a temporary $50 million non-conforming tranche, for $375 million total) and cleared the way for the new Series E convertible preferred stock issued in the Virco deal - the facility had grown roughly fifteenfold in credit-limit terms across amendments since 2009.
Magnum Hunter closed the Virco acquisition, paying the agreed $106.7 million in cash and new Series E convertible preferred depositary shares, and set up the depositary arrangements for the new preferred stock - completing the deal announced two weeks earlier.
30 Oct 2012capital raising announcement▲ GoodMajor
Triad Hunter agreed to buy Viking International Resources (Virco) for about $106.7 million - $37.3 million cash plus $69.4 million in a newly created 8.0% Series E convertible preferred stock, convertible into common stock at $8.50/share - another acquisition funded partly with a new layer of preferred equity stacked below the existing Series C and D preferred.
Magnum Hunter disclosed it had understated non-cash stock-option compensation expense by about $3.8 million in its Q2 2012 10-Q due to a vesting-schedule calculation error, and its Audit Committee concluded that quarter's financial statements could no longer be relied on - an internal-controls stumble discovered right as the company was also replacing its auditor.
Magnum Hunter sold another 1.05 million shares of its Series D preferred stock in a public best-efforts offering at $44 per share, adding roughly $45 million more preferred capital on top of its earlier Series D issuances.
On higher proved reserves, Magnum Hunter's bank lenders raised its credit facility borrowing base again, to $260 million from $212.5 million, and loosened debt and preferred-dividend limits - continued lender support even as leverage kept climbing.
Magnum Hunter completed its auditor search, engaging PricewaterhouseCoopers as its new independent auditor for fiscal 2012 after Hein & Associates declined to continue - no disagreements were reported with the outgoing auditor.
Magnum Hunter's Eureka Hunter Pipeline subsidiary had to get its second-lien lender PennantPark to loosen leverage and interest-coverage covenants and waive a default, the pipeline's first sign of financial strain since taking on outside debt in 2011.
Magnum Hunter's longtime auditor Hein & Associates, which had audited it since 2009, declined to stand for re-election for fiscal 2012; the company said it wanted a larger firm to match its rapidly expanding operations and began searching for a replacement, with Hein staying on in the interim.
23 May 2012asset acquisition disposition▲ GoodMajor
Magnum Hunter closed the $311 million Baytex Energy acquisition in North Dakota's Divide and Burke Counties, financed by the new senior notes and equity offering - its largest deal yet, completing the buildout of a fourth major operating area (Williston Basin) alongside Appalachia, Eagle Ford and the Eureka Hunter midstream business.
Magnum Hunter closed the $450 million, 9.750% senior notes offering, netting about $432 million to help pay for the Baytex acquisition, retire its term loan and revolver borrowings, and raise its 2012 capital budget from $150 million to $325 million - a sharp step up in both spending and debt load.
To help fund the Baytex acquisition, Magnum Hunter agreed to a $450 million offering of 9.750% senior unsecured notes due 2020 and a public offering of 35 million common shares at $4.50 each - a major, expensive capital raise reflecting how much debt and equity the company now needed to keep growing.
Magnum Hunter amended its bank credit facility to accommodate the pending $311 million Baytex acquisition, its lenders again supporting the company's expansion.
Magnum Hunter's Bakken Hunter subsidiary agreed to buy Baytex Energy's non-operated working interest in Divide and Burke Counties, North Dakota for $311 million cash - by far its largest single acquisition yet, which would lift its stake in those Williston Basin properties from 10% up to as much as 47.5%.
ArcLight's Ridgeline bought another $46.8 million of Eureka Hunter Holdings preferred units, and Eureka Holdings used the proceeds plus new equity to buy TransTex Gas Services' gas-treating business for $58.5 million - expanding Magnum Hunter's midstream operations beyond pipeline gathering into gas treating and processing.
Magnum Hunter finally closed the long-delayed Eagle Operating North Dakota acquisition, about seven months late, for roughly $53 million ($50.9 million cash plus stock) - raising its working interest in the Williston Basin properties from about 47% to about 95%, resolving the dispute that had stalled the deal since August 2011.
27 Mar 2012capital raising announcement▲ GoodMajor
Magnum Hunter brought in outside capital for its midstream arm: Ridgeline Midstream Holdings, an affiliate of ArcLight Capital Partners, committed up to $200 million to buy preferred units in Eureka Hunter Holdings (the parent of the Eureka Hunter pipeline), funding an initial $60 million purchase - the pipeline business's first outside institutional investor.
Magnum Hunter's long-delayed North Dakota acquisition from Eagle Operating - originally set to close in August 2011 but stalled by a dispute that turned into litigation - was rescheduled to close March 30, 2012 under a court settlement, still for $57 million and still raising Magnum Hunter's working interest in the properties from about 47% to about 95%.
Magnum Hunter's bank lenders raised its revolving credit facility borrowing base further, to $235 million from $200 million, while also amending the separate $100 million second-lien term loan - the credit facility had now nearly tripled in less than a year as the company kept adding debt.
19 Jan 2012material agreement termination● Neutral
Magnum Hunter again refreshed its Series D preferred at-the-market sales agreements with MLV and Wunderlich under a new shelf registration, terminating the December 2011 versions - another routine renewal of the same ongoing preferred-equity funding tool.
On rising proved reserves, Magnum Hunter's bank lenders again increased its credit facility borrowing base, to $200 million from $167.5 million, and eased the debt-to-EBITDAX covenant calculation - continued easy access to bank credit even as the company piled on the second-lien term loan alongside it.
Magnum Hunter replaced its Series D preferred at-the-market program with new agreements with MLV & Co. and Wunderlich Securities under a fresh shelf registration, terminating the March 2011 version - a routine refresh, not new capital.
Magnum Hunter finalized the terms of warrants it had declared as a dividend to common and exchangeable shareholders - one warrant per ten shares held, exercisable through October 2013 at $10.50 a share - a shareholder sweetener rather than new financing.
Magnum Hunter added a $100 million second-lien term loan led by Capital One and BMO, priced at a steep 6-8% margin over base rates - a costlier, more junior layer of debt stacked on top of its existing bank revolver as the post-NGAS/NuLoch balance sheet grew.
22 Aug 2011capital raising announcement▲ GoodMajor
Magnum Hunter's Eureka Hunter Pipeline subsidiary set up its own $150 million financing (a $100 million SunTrust-led revolver plus a $50 million second-lien term loan from PennantPark) separate from the parent's bank line, non-recourse to Magnum Hunter, and used an initial $31 million draw partly to repay corporate debt.
Ahead of closing the North Dakota (Eagle Operating) acquisition, Magnum Hunter's lenders raised its credit facility borrowing base to $187.5 million, rising further to $230 million once that deal closed, while also clearing its Eureka Hunter Pipeline subsidiary to take on a separate $150 million non-recourse credit facility of its own.