Each one in plain English, with the numbers worked through for a shareholder.
3 Apr 2012debt financing▲ GoodMajor
The Partnership amended and restated its credit agreement with Bank of America, N.A. as administrative agent, extending the maturity from May 2013 to March 29, 2017 (extendable by a year, up to two times) and dropping the requirement to keep an interest coverage ratio of at least 2.5 to 1.0. The total borrowing limit stays at $300 million, with the right to add up to $100 million more if lenders increase commitments or new lenders join. Leverage (max 3.5 to 1.0) and asset-value-to-debt (min 1.75 to 1.0) covenants remain.
Pioneer Natural Resources Company, Pioneer Natural Resources USA, Inc reported a Pioneer Southwest Energy Partners L.P. shareholding of 52.40% of votes in a periodic institutional filing.
The Partnership agreed to sell 2,600,000 new common units, and parent Pioneer USA agreed to sell 1,800,000 existing units, at $29.20 per unit to the public (with an option for 660,000 more units from Pioneer USA). The Partnership expects net proceeds of $72.6 million, which it will use to pay down its revolving credit facility; the money can be reborrowed, including to speed up its 2012 drilling program with a third rig. This completes the shelf offering seen in the earlier December prospectus filings. Issuing new units adds to the unit count, while Pioneer USA's sale reduces its holding. The Partnership gets none of Pioneer USA's proceeds.
On 28 January 2011 the NYSE told the Partnership that not naming any one independent director to preside over executive sessions did not meet its listing standard. In response the independent directors adopted a policy of rotating the presiding role among the four of them. This is a corporate governance fix; the filing does not mention any threat to the listing.
On 11 November 2009 the Partnership agreed to sell 3,105,000 new units (including 405,000 over-allotment units) at $20.74 each ($19.82 after underwriting discount). It expects net proceeds of $61.3 million, including the general partner's proportionate contribution, to repay credit facility borrowings, which funded part of the August 2009 acquisition (inference: the filing does not link the two). Closing was scheduled for 16 November 2009; this issues new units, diluting existing holders' percentage share. The press release mentions 2,700,000 units, before the over-allotment.
On 31 August 2009 the Partnership's operating subsidiary bought more Spraberry field (Permian Basin, West Texas) oil and gas properties from parent Pioneer USA for about $171.2 million in cash, plus assigned hedges and assumed liabilities. The properties hold about 18.9 million barrels of oil equivalent of proved reserves (37% developed) and produce about 1,300 barrels a day; it was funded with about $30 million of cash and credit facility borrowings, leaving about $135 million of borrowing capacity. Because the seller is the parent, which owns about 69% of the units, the conflicts committee of independent directors recommended it, with Houlihan Lokey giving a fairness opinion. Hedge coverage was extended into 2013.
On 13 August 2009 the Partnership signed new indemnification agreements with its four independent directors (Gobe, Gosule, Mitchell and Smith), replacing the earlier ones. The filing says the main purpose was to update its standard form; it is a governance housekeeping item with no financial figures.
