Riley Exploration Permian, Inc.

Riley Exploration Permian agreed to sell its Dovetail Midstream subsidiary -- Eddy County, New Mexico midstream infrastructure -- to Targa Northern Delaware for about $111 million plus up to $60 million in volume-based earnouts, a divestiture of non-core midstream assets to pay down debt.

material agreement

The company closed its approximately $142 million Silverback Exploration II acquisition, funded through revolver borrowings and cash on hand.

asset acquisition disposition

Riley Exploration Permian agreed to acquire Silverback Exploration II -- more Yeso-trend oil and gas assets in Eddy County, New Mexico -- for about $142 million plus an oil-price-linked earnout of up to $1.875 million per quarter through 2027.

material agreement

The company closed its $330 million New Mexico acquisition from Pecos Oil & Gas, funding it through revolver borrowings and a new $200 million issuance of 10.50% Senior Unsecured Notes due 2028 -- its first bond offering.

asset acquisition disposition

Riley Exploration Permian agreed to acquire New Mexico Yeso-trend oil and gas assets in Eddy County from Pecos Oil & Gas (a Cibolo Energy Partners affiliate) for about $330 million -- by far its largest deal since the 2021 merger.

debt financing

Riley Exploration Permian's board declared its first quarterly cash dividend, $0.31 per share, alongside an update on an enhanced-oil-recovery pilot project -- a new capital-return policy for the newly combined, Permian-focused company.

dividend declaration

Tengasco completed its merger with Riley Exploration - Permian, LLC, executed a 1-for-12 reverse stock split, and renamed itself Riley Exploration Permian, Inc. -- the combined company's business is now primarily Riley's Permian Basin oil and gas operations, closing out the strategic-alternatives review begun in January 2020.

business combination

The amendment disclosed three shareholder lawsuits filed in the weeks before it -- on 2, 8 and 10 December 2020, in New York and Delaware federal courts -- alleging the merger registration statement was false or misleading under the proxy rules, one of them adding a breach of fiduciary duty claim, with the plaintiffs seeking to block the merger until the disclosure is fixed. It also settled who decides the vote: Tengasco's directors and officers hold 51.5% of the stock, 49.6% of it in director Salas's hands alone. And it recorded that all seven of Tengasco's proved undeveloped drilling locations had been struck out of its reserves during 2019 as uneconomic at the oil prices then prevailing.

business combination

Tengasco registered the shares for its reverse takeover by Riley Exploration - Permian: each Riley unit converts into 97.796467 Tengasco shares, leaving Riley's members with about 95% of the combined company and Tengasco's own shareholders about 5%, worth roughly $1.10 a Tengasco share at the price used in the filing. Roth Capital gave the Tengasco board a fairness opinion on the ratio for a fee that did not depend on the answer.

business combination

Tengasco agreed to merge with Riley Exploration - Permian, LLC, a private Permian Basin oil producer, with Riley becoming a wholly-owned subsidiary of Tengasco -- the outcome of the strategic review launched in January 2020 and a transformative deal for a company that had shrunk to a single small Kansas field.

business combination

Tengasco announced it had hired a financial advisor and begun reviewing potential business-combination alternatives -- the start of the process that would lead to its 2021 merger with Riley Exploration -- Permian.

business combination

Tengasco sold its last Tennessee assets -- the methane-recovery facilities at the Carter Valley landfill -- to Tennessee Renewable Group for $2.65 million, completing its exit from Tennessee (following the 2013 sale of its Swan Creek field and pipeline) and leaving its Kansas oil properties as the company's only remaining operations.

asset acquisition disposition

ICN Fund's tender offer expired October 13, 2015 without enough shares tendered to meet its majority-ownership condition -- the hostile bid failed and Tengasco remained independent.

business combination

ICN Fund extended its offer again to September 23, 2015, disclosing that only about 6.2 million of Tengasco's roughly 57.6 million shares had been tendered so far -- well short of the majority needed -- evidence the board's rejection recommendation was working.

business combination

Tengasco's board formally recommended shareholders reject ICN Fund's tender offer, filing its Schedule 14D-9 rationale that the price undervalued the company.

business combination

ICN Fund I, LLC launched an unsolicited cash tender offer to buy all of Tengasco's outstanding shares at $0.2736 per share (about $15.75 million total).

business combination

Tengasco closed the Black Diamond acquisition (the 'Riffe field'), adding producing wells and equipment in Rooks County, Kansas, funded mainly through the recently expanded Sovereign Bank credit line.

asset acquisition disposition

Tengasco agreed to buy Black Diamond Oil's Rooks County, Kansas oil-producing properties for $5.35 million, and Sovereign Bank raised its borrowing base from $7 million to $11 million to help fund the deal.

debt financing

Tengasco entered a new $50 million revolving credit facility with Citibank Texas, replacing its reliance on related-party Dolphin financing with a conventional bank line secured by its oil and gas properties; initial draw was $2.6 million.

debt financing

Tengasco retired all of its Series B and C preferred stock, a total of $5,113,045.39 in face value plus accrued dividends and interest, by letting holders choose cash or common stock. Holders of about 54.3% took cash totalling $1,814,184.30, funded mainly by a new $1,814,000 loan from Dolphin Offshore Partners (12% interest, secured on company assets, due 2005-12-31). The rest, including Dolphin, took 9,567,620 new common shares, of which 4,595,040 go to Dolphin, so common shareholders are diluted and Dolphin's stake and lending exposure both grow. The same filing extends Dolphin's existing $700,000 note from 2005-08-20 to 2005-12-31 on the same terms, continuing the company's reliance on Dolphin.

capital raising announcement