Each one in plain English, with the numbers worked through for a shareholder.
18 Feb 2005asset acquisition disposition● Neutral
This amendment supplies the Allen Drilling financial statements and pro forma combined figures promised in the January filing for the completed December 15, 2004 purchase of five rigs for $7,200,000 cash. Allen's audited year to September 30, 2004 shows revenue of $14,441,975 and net income of $1,291,543, up from $9,814,502 and $443,707 the year before. This closes the open item about Allen's financial statements due by Feb 28, 2005.
This amendment restates the completed Wolverine acquisition, now giving the price as $28,000,000 in cash (previously $27,950,000) and confirming the acquisition of the 4.73-acre Kenmare property, used as the North Dakota yard. It adds Wolverine's audited 2003 statements (revenue $10,673,644, net earnings $764,820) and pro forma combined financials, which were promised in the earlier filing.
13 Jan 2005asset acquisition disposition▲ GoodMajor
Pioneer completed the Wolverine Drilling acquisition on November 30, 2004, paying $27,950,000 in cash for the seven rigs and related assets, funded by a borrowing under the new acquisition credit facility. Mr. Blackford signed a two-year employment agreement. Financial statements were promised by February 13, 2005.
13 Jan 2005asset acquisition disposition▲ GoodMajor
Pioneer completed the Allen Drilling acquisition on December 15, 2004, paying $7,200,000 in cash (below the $7,400,000 first announced) for the five rigs and related assets, funded by a borrowing under the new Frost/Bank of Scotland/Zions acquisition facility. It also owes $100,000 a year for five years from December 15, 2005 under a noncompetition agreement with Dixon Allen. Required financial statements were promised by February 28, 2005.
On November 30, 2004 Pioneer's subsidiary agreed to buy five mechanical land drilling rigs and related assets from Allen Drilling Company (Woodward, Oklahoma) for $7,400,000 in cash, plus a roughly 17-acre property for $300,000 for an Oklahoma yard. Closing was expected by December 17, 2004. This is a second rig purchase following Wolverine.
On November 11, 2004 Pioneer's subsidiary agreed to buy seven mechanical land drilling rigs and related assets from Wolverine Drilling (Kenmare, North Dakota) for $27,950,000 in cash, plus a $50,000 land purchase for a North Dakota yard. Closing was expected by December 2, 2004. This is a new rig acquisition, likely to be funded by the new credit facility (inference).
On October 29, 2004 Pioneer entered a new $47 million secured credit facility: a $7 million revolving/letter-of-credit line and a $40 million acquisition facility for rigs and equipment. Frost National Bank is agent, with the Bank of Scotland and Zions First National Bank as lenders; it is secured by its rigs, equipment and receivables, bars cash dividends, and carries financial covenants. It replaces the Frost and Merrill Lynch debt paid off in August (inference from timing; the filing does not say so).
24 Aug 2004capital raising announcement▲ GoodMajor
The $28 million of 6.75% convertible debentures held by WEDGE and William White were converted on August 11, 2004 into 6,496,519 common shares, removing that debt. Pioneer also paid $2 million on its Merrill Lynch Capital note (about $12.6 million at June 30, 2004, due December 2007) and gave notice of intent to pay off the balance, and retired two Frost National Bank notes ($2.9 million and $4.1 million as of June 30, 2004). This completes the debenture conversion set up in the August offering.
6 Aug 2004capital raising announcement● NeutralMajor
On August 5, 2004 Pioneer signed an underwriting agreement for a public offering of up to 4,600,000 new company shares plus up to 6,419,320 shares sold by WEDGE Energy Services, Michael Little and William White. WEDGE and Mr. White agreed to convert all $28 million of the 6.75% convertible subordinated debentures into 6,496,519 shares just before closing, and Chesapeake Energy said it will use preemptive rights to buy 631,133 shares (725,803 with full over-allotment).
24 Feb 2004capital raising announcement● NeutralMajor
Pioneer Drilling sold 4,400,000 new shares at $5.40 each in a private placement on February 20, 2004, raising $23.8 million gross. About $12.0 million is earmarked for the previously announced seven-rig acquisition (expected to close in early March 2004), with the rest for more drilling equipment, trucking assets and general purposes. This follows the shelf registration filed days earlier; new shares dilute existing holders, and the company agreed to register them for resale.