Each one in plain English, with the numbers worked through for a shareholder.
20 Oct 2014material agreement● NeutralMajor
On October 19, 2014, QEP agreed to sell its midstream business to Tesoro Logistics LP for $2.5 billion, including $230 million to refinance QEP Midstream Partners debt. This covers Uinta Basin gathering systems, Green River and Uinta basin processing complexes, QEP's roughly 55.8% limited partner interest in QEP Midstream Partners and its general partner. It would sell the midstream holdings built up since the 2013 IPO and is subject to approvals including Hart-Scott-Rodino, and either side can terminate if it has not closed by December 31, 2014.
2 July 2014asset acquisition disposition● NeutralMajor
QEP completed the sales announced in May 2014. Cana-Woodford went to Cimarex for an adjusted $475.9 million (below the $497 million first announced), Granite Wash closed at an adjusted $191.9 million (below the $275 million first announced) with $28.7 million held in escrow over unresolved title defects, and 40% of Green River Processing was sold to QEP Midstream Partners for $230.0 million. After this QEP owns about 55.8% of the partnership as a limited partner, plus a 2% general partner interest and the incentive distribution rights.
In May 2014 QEP agreed to sell Cana-Woodford interests in Oklahoma to Cimarex for about $497 million and Granite Wash interests in Texas and Oklahoma to EnerVest funds and FourPoint Energy for about $275 million, both expected to close by June 30, 2014. It also agreed to sell 40% of Green River Processing, LLC to its own QEP Midstream Partners for $230 million in cash, expected to close around July 1, 2014. The last deal is between QEP affiliates.
On December 6, 2013, QEP agreed to buy Permian Basin (Midland sub-basin, mainly Martin and Andrews counties, Texas) oil and gas interests from EnerVest entities for about $950 million, subject to adjustments. It paid a $50 million deposit, plans to fund it with its revolving credit facility and cash, and expects to close by January 31, 2014; either side may decline to close if title and environmental defects exceed 20% of the price.
16 Aug 2013asset acquisition disposition▲ GoodMajor
QEP's subsidiary QEP Midstream Partners completed its IPO on August 14, 2013, selling 20,000,000 common units at $21.00 each. QEP's Field Services unit received 6,701,750 common units (12.3%) and 26,705,000 subordinated units (49.0%), and QEP's general partner holds a 2% interest plus the incentive distribution rights. QEP also amended its term loan and revolving credit agreements to allow the IPO and exclude the partnership from certain covenants.
This filing is QEP's year-end results press release for 2012 (results, operations update, proved reserves and 2013 guidance), furnished as an exhibit. The filing text contains no figures itself, and no acquisition or disposition is described despite the filing's item label.
1 Oct 2012asset acquisition disposition▲ GoodMajor
On September 27, 2012, QEP closed the North Dakota purchase from Helis Oil & Gas and other sellers for about $1.38 billion, subject to final adjustments. It gets about 27,600 net acres in the Bakken and Three Forks area of the Williston Basin, with estimated net proved and probable reserves of about 125 million barrels of oil equivalent. It was paid for with credit facility borrowings and the senior notes proceeds, so the redemption condition on the 2023 notes no longer applies.
QEP completed the $650 million 5.250% notes offering (due May 1, 2023), with net proceeds of about $640.8 million. The money is meant to help pay for oil and gas properties in North Dakota's Williams and McKenzie counties under two purchase agreements, with some used meanwhile to pay down the revolving credit facility. If neither purchase closes by December 31, 2012 (or both agreements end), QEP must redeem all the notes at 100% of issue price plus interest.
On September 5, 2012, QEP signed an agreement with J.P. Morgan Securities and other underwriters to sell $650 million of 5.250% notes due 2023. This starts a new borrowing; the filing does not say what the money is for.