Past year: ▼ 11%(1.34c – 27.0c USD)
Each one in plain English, with the numbers worked through for a shareholder.
14 May 2009debt financing▼ Bad
On May 13, 2009 Rancher and GasRock signed a fourth amendment moving the GasRock loan's maturity from May 13 to May 19, 2009. The filing gives no other terms; the loan remains outstanding and this continues the string of short extensions.
11 May 2009debt financing▼ Bad
On May 8, 2009 Rancher and GasRock signed a third amendment extending the loan's maturity again, from May 8 to May 13, 2009. The filing gives no other terms. This is the second short extension in a row, with the GasRock loan still unpaid.
30 Apr 2009debt financing▼ Bad
On April 30, 2009, the day the GasRock loan was due, Rancher and GasRock signed a second amendment pushing maturity from April 30 to May 8, 2009, a gap of eight days. The filing gives no other terms and no reason. The loan, now $10,000,000 after the October 2008 pay-down, remains outstanding.
9 Apr 2009material agreement termination▼ BadMajor
On April 3, 2009 ExxonMobil told Rancher it was terminating, effective immediately, the February 2008 CO2 agreement, saying Rancher had not provided performance assurances in the form of a letter of credit. Rancher disputes this, saying no assurances are due until CO2 delivery starts, which it says will not occur in 2009, and believes the termination is unlawful; it has told ExxonMobil its position. This puts at risk the CO2 supply that underpinned its recovery plan and the portion assigned to Merit in March 2009; the filing does not say how the dispute will be resolved.
24 Mar 2009material agreement● NeutralMajor
On March 18, 2009 Rancher assigned part of its ExxonMobil CO2 contract to Merit Energy, with ExxonMobil's consent. Merit may buy up to 37.5 MMcf per day for two years from the contract's start-up date (plus an option on 6.5 MMcf per day more), delivered near Bairoil, Wyoming, and afterwards may buy any volumes Rancher is not using for its own recovery. If Merit is buying and an Event of Default occurs, Rancher must assign its remaining rights under the contract to Merit at Merit's discretion. This shares out a portion of the 70 MMcf per day Rancher agreed to in February 2008; no payment to Rancher is stated.
23 Oct 2008debt financing▼ BadMajor
On October 22, 2008 Rancher and GasRock extended the loan's maturity from October 31, 2008 to April 30, 2009. In return Rancher paid down $2,240,000, leaving a $10,000,000 balance, and raised GasRock's overriding royalty from 2% to 3%, with Rancher able to buy back one-third of it. Interest stays at the greater of 12% or LIBOR plus 600 basis points. This continues the October 2007 loan: it was not repaid at its original maturity and cost Rancher cash and a bigger royalty burden to extend.
14 Feb 2008material agreement▲ GoodMajor
On February 14, 2008 Rancher signed a CO2 purchase agreement with ExxonMobil for at least 70 MMcf per day over a ten-year primary term (extendable by ten more), on a take-or-pay basis, with the CO2 to come from the LaBarge field and be used at its three Powder River Basin fields. The term starts about 30 days after ExxonMobil finishes expanding its delivery facilities, and delivery does not begin until Rancher provides a surety bond equal to four months' supply; ExxonMobil can also ask for further financial assurances and terminate if they are not given within 30 days. Rancher says it intends to build a pipeline to the source. This is a second CO2 supply deal alongside the Anadarko contract from December 2006.
6 Nov 2007capital raising announcement▲ GoodMajor
Rancher issued 861,085 shares on October 31, 2007 as another $794,000 registration-delay payment, priced at about $0.43 per share. The same day it announced that its resale registration statement was declared effective by the SEC, covering 160,419,830 shares (86,410,449 existing shares and 74,009,382 shares underlying warrants). Effectiveness resolves the open thread behind the monthly penalty payments, so the filing does not show further payments being due; Rancher receives no proceeds from resales under it.
23 Oct 2007capital raising announcement▼ Bad
Rancher issued 1,443,712 shares on October 17, 2007 as the monthly $794,000 registration-delay payment to investors in its December 2006 and January 2007 placement, priced at about $0.55 per share. This continues the series of share payments, and the count is lower than September's 2,467,484 because the price used rose from about $0.32.
17 Oct 2007debt financing● NeutralMajor
On October 16, 2007 Rancher borrowed $12,240,000 from GasRock Capital under a term loan, receiving $11,622,800 net after GasRock's fees, expenses and three months of interest held in escrow, plus about $390,000 of its own transaction costs. The loan is due October 31, 2008, pays the greater of 12% or LIBOR plus 6%, and is secured by a first-priority lien on all assets including the three Powder River Basin fields. GasRock also received a 2% overriding royalty on all three fields (and on any new working interests acquired while the loan is outstanding), and Rancher entered a BP collar hedge (floor $65/bbl on 75% of scheduled production, ceiling $83.50 on 45%) as the loan required. The press release says the money is for waterflood work on the three fields ahead of CO2 recovery and that more financing is needed to start waterflood at Big Muddy. This is the first debt of this size in the story, and it follows the equity raised in the 2006-07 placements.
18 Sept 2007capital raising announcement▼ Bad
Rancher issued 2,467,484 shares on September 17, 2007 as another $794,000 registration-delay payment to investors in its December 2006 and January 2007 placement, priced at about $0.32 per share. This is the largest share issue of the series so far (up from 1,757,212 in August), and the registration statement is still not effective, per the filing. Shareholders face growing dilution while the delay continues.
17 Aug 2007capital raising announcement▼ Bad
Rancher issued 1,757,212 shares on August 17, 2007 as another $794,000 registration-delay payment to investors in its December 2006 and January 2007 placement, priced at about $0.45 per share. Together with the May, June and July payments, that is four share payments; the share count per payment keeps rising as the price used falls. The registration statement is still not effective, per the filing.
23 July 2007capital raising announcement▼ Bad
Rancher issued 1,321,799 shares on July 19, 2007 as the monthly $794,000 payment to investors in its December 2006 and January 2007 placement, because the resale registration statement is still not effective. The price used was about $0.60 per share, so more shares are needed than in May (933,458) and June (946,819). This continues the dilution from the registration penalty.
2 July 2007asset acquisition disposition● Neutral
This second amendment responds to SEC comments on the March 2007 filing about the Powder River Basin purchases. It replaces the earlier statements for Cole Creek South and South Glenrock with full audited carve-out financials, since these fields are treated as a predecessor, and restates Big Muddy revenues and production taxes to show Rancher's share rather than gross amounts. Pro forma information is also revised. Closing costs are now given as about $400,000 (Nielson fields) and about $700,000 (Big Muddy). No new transaction; the Nielson carve-out shows a net loss of $577,740 for January 1 to December 21, 2006.
25 June 2007capital raising announcement▼ Bad
Rancher issued 946,819 shares on June 19, 2007 to investors from its December 2006 and January 2007 placement because its resale registration statement was still not effective 150 days after closing. The payment is $794,000 (1% of the purchase price), paid in shares at about $0.84 each; a similar 933,458-share payment was made May 18, 2007. This is the penalty the placement terms required if registration was not effective in time, and it is a recurring cost that dilutes shareholders.
6 June 2007capital raising announcement● Neutral
The filing reports that on April 10, 2007 the board approved stock options for 223,000 shares to employees (exercise price $1.18, vesting over three years) and 25,000 shares to a consultant (exercise price $1.64, vesting in two halves in August 2007 and February 2008), under the 2006 Stock Incentive Plan. On May 31, 2007 the board also adopted a new Code of Business Conduct and Ethics replacing the July 2005 code, with no waivers. Small option grants and a routine governance update.
6 Mar 2007asset acquisition disposition● Neutral
This amendment adds the financial statements and pro forma figures for the three Powder River Basin field purchases (Cole Creek South and South Glenrock B bought December 22, 2006 for $46,670,000 plus $445,437 closing costs; Big Muddy bought January 4, 2007 for $25,000,000 plus about $600,000 closing costs). The Nielson fields' statements show oil revenues of $3,549,889 against direct operating expenses of $3,045,263 for the nine months to September 30, 2006, and Big Muddy sales of $537,879 for the same period. It is filed only to supply required statements and adds no new transaction; the text shown is truncated.
25 Jan 2007capital raising announcement● NeutralMajor
Between January 19 and 24, 2007, Rancher closed more of its December 2006 private placement: 2,586,189 shares, notes convertible into 3,405,474 shares and warrants for 5,991,663 shares, for $8,987,500 gross, with $704,125 in agent fees. The offering's maximum was raised to $79,500,000 and its end date extended to no later than February 19, 2007. A January 22 press release called the raise oversubscribed at about $76 million. The filing says proceeds go mainly to working capital, unlike the earlier closings aimed at the field purchases. This continues the financing thread and means further dilution for existing shareholders.
8 Jan 2007asset acquisition disposition▲ GoodMajor
On January 4, 2007 Rancher closed the Big Muddy purchase from Wyoming Mineral Exploration for $25,000,000, getting about 8,500 acres. This resolves the thread of whether the deal would close on the extended date. It also closed an additional private placement of 2,666,666 shares, convertible notes for 3,590,853 shares and warrants for 6,257,519 shares, with $9,386,280.50 gross and $664,539.64 in agent fees. Proceeds went mainly to the Powder River Basin purchase, which completes the three-field acquisition and adds further dilution.
27 Dec 2006asset acquisition disposition▲ GoodMajor
On December 22, 2006 Rancher closed its purchase from Nielson & Associates for $46,670,000: 100% of Cole Creek South (about 2,080 acres) and 93.73% of South Glenrock B (about 7,070 acres), both in Wyoming's Powder River Basin. Closing was delayed from the original date; Rancher paid a $250,000 extension fee and agreed to a 250,000-share warrant at $1.50, and a $3,000,000 later payment became $1,750,000 at closing. These are the first two of the three field purchases, and they give the company current gross production of about 210 and 80 barrels a day per the press release.
27 Dec 2006capital raising announcement● NeutralMajor
On December 21, 2006 Rancher sold 40,694,335 shares with matching five-year warrants in a private placement for $61,041,502 gross, with agent fees of $4,654,661.89. Proceeds are mainly for buying Powder River Basin oil fields. The warrants only become exercisable after shareholders approve more authorized shares, and Rancher must pay the investors if approval is not obtained. It must also file a resale registration within 75 days. This is a large dilution of existing shares and the financing the earlier filings said was needed.
What it means for a shareholder
40.7m new shares at about $1.50 to raise about $61.0m. Shares on issue before the raise aren't in the record, so the dilution can't be worked out.
Create a free account to see this worked out for your own holding.
22 Dec 2006material agreement▲ GoodMajor
On December 15, 2006 Rancher signed a CO2 supply contract with Anadarko Petroleum for use in the Big Muddy, Cole Creek South and South Glenrock B fields in Wyoming's Powder River Basin. Anadarko must deliver 146 Bcf over up to ten years starting by January 1, 2008, at 25 to 40 MMcf a day, priced from $1.50 per Mcf in the first quarter and indexed to oil. Rancher agreed to a take-or-pay provision and an overriding royalty to Anadarko capped at 5%, so it carries purchase commitments, and Anadarko can serve its own needs first.
18 Dec 2006capital raising announcement● NeutralMajor
Rancher is lining up holders of its roughly 19 million earlier unit shares and warrants, plus its option holders, to hold off exercising until authorized shares rise from 100,000,000 to 225,000,000. As of December 17, holders of 7,696,905 shares had signed. In return the unit warrants stay exercisable for two years at $0.75, registration rights are reset, and the bylaws were amended, including opting out of Nevada's control share anti-takeover statutes. The filing does not say why the increase is needed, but it ties to the company's need for more financing (stated in the filing).
4 Dec 2006material agreement● NeutralMajor
Rancher amended its August 10, 2006 purchase agreement with Wyoming Mineral Exploration, LLC. It will pay a $250,000 extension fee, closing moves from November 30, 2006 to January 4, 2007, and the $2,500,000 deposit is now nonrefundable (still credited to the price). Rancher also gave up its right to raise further title defect notices and waived certain closing conditions, so it is more committed to completing the deal.
14 Nov 2006capital raising announcement▼ Bad
This amendment replaces the September 29 report on the 13,294,405 units sold between July 31 and September 18, 2006. It adds an August 25, 2006 finder's fee deal with Falcon Capital (Panama) to raise up to $2,000,000, paid at 5% cash and 5% stock. Falcon was paid $152,150 and issued 304,300 shares.
9 Nov 2006material agreement● Neutral
Rancher signed a 63-month lease for 5,869 square feet at 999 18th Street, Suite 1740, Denver, as its new principal executive office. Base rent is about $9,500 a month for most of 2007, rising to $11,000 in the final 15 months, plus a share of taxes and building expenses.
6 Oct 2006material agreement● NeutralMajor
Rancher hired John Dobitz, formerly of Kinder Morgan CO2, as Senior Vice President, Engineering, starting October 16, 2006, at a $185,000 salary and $50,000 year-end bonus. The board also adopted a 2006 Stock Incentive Plan reserving 10,000,000 shares, with options on 825,000 shares granted to officers and employees and a 1,500,000-share option for Dobitz once approved. The plan still needs shareholder approval, and these options would dilute shareholders if exercised.
29 Sept 2006capital raising announcement● NeutralMajor
Rancher reported that since July 31, 2006 it sold 13,294,405 more units at $0.50 each, with sales dated between July 31 and September 18, 2006, all to non-U.S. investors. Each unit is a share plus a warrant at $0.75 in year one and $1.00 in year two. This is a much larger share issuance than the earlier small sales, and the warrants could add more.
10 Aug 2006auditor change● Neutral
This amends the July 31 auditor-change filing. The substance is unchanged (Williams & Webster dismissed July 31, Hein & Associates appointed from August 1, no disagreements), but it corrects the going-concern paragraph to cover the years ended March 31, 2005 and 2006 rather than 2004 and 2005.
1 Aug 2006capital raising announcement● Neutral
Rancher reported selling 250,000 more units at $0.50 each to one non-U.S. investor, on the same share-plus-warrant terms. The filing text gives July 20, 2006 as the sale date.
