Each one in plain English, with the numbers worked through for a shareholder.
5 Oct 2016capital raising announcement● Neutral
Ahead of the Tellurian merger's close, Magellan agreed to pay off remaining obligations tied to its old Poplar oil field (a contingent production-payment right and its M&A advisor's fee) in stock, cleaning up its balance sheet before the reverse merger.
Two days after shedding its last oil and gas assets, Magellan signed a merger agreement to combine with Tellurian Investments Inc., the LNG development company co-founded by former Cheniere Energy executives -- the company's entire board and CEO agreed to resign at closing, handing control to the incoming Tellurian team.
2 Aug 2016asset acquisition disposition▲ GoodMajor
The One Stone exchange closed: Magellan handed over 100% of Nautilus Poplar (its Montana oil production) and 51% of Utah CO2 LLC in return for cancelling all of its own Series A preferred stock, plus $900,000 cash from One Stone -- Magellan exited US oil production for good, clearing the way for a very different next chapter.
Nasdaq separately warned Magellan that its stockholders' equity had fallen below the $2.5 million minimum for continued listing, though the company expected the pending One Stone exchange and other asset sales to fix it.
Magellan borrowed $625,000 from One Stone Holdings II LP to fund transaction costs tied to an Exchange Agreement in which One Stone would hand back all of Magellan's Series A preferred stock in return for taking Magellan's entire US oil and gas subsidiary, Nautilus Poplar, and 51% of another subsidiary -- Magellan was preparing to exit US production entirely.
Magellan regained Nasdaq compliance on the minimum bid price after its stock held above $1.00 for the required ten days, closing out the deficiency first flagged in November 2015.
Magellan's Nautilus Poplar subsidiary converted its $5.5 million revolving credit line with West Texas State Bank into a term loan maturing 2020, trading payment flexibility now for a longer, more structured repayment schedule.
Nasdaq again warned Magellan its stock had closed below the $1.00 minimum bid price for 30 days, restarting the compliance clock less than two years after the first such notice.
Magellan set up a $10 million at-the-market equity sales facility with Cantor Fitzgerald, giving it a standing option to raise cash by selling shares gradually rather than in one underwritten offering.
Magellan repurchased 250,000 shares and the majority of a stock option grant from former CEO and 5%+ holder William Hastings for about $1.45 million -- unwinding part of a departed executive's equity stake.
Magellan announced the start of drilling on the Horse Hill-1 exploration well in the UK's Weald Basin -- a new, higher-profile frontier that would later become known for a significant discovery at the site.
31 Mar 2014asset acquisition disposition▲ GoodMajor
The Palm Valley/Dingo sale to Central Petroleum closed, with Magellan receiving AUD $15 million cash and 39.5 million Central shares (worth about AUD $20.7 million) at completion -- ending Magellan's decades-long presence in Australia's Amadeus Basin.
Magellan agreed to sell its entire Palm Valley and Dingo gas field position -- the Amadeus Basin assets it had just consolidated in 2012 -- to Central Petroleum for AUD $35 million in cash and stock, exiting Australian gas production entirely.
Magellan's Dingo gas field won a 20-year, take-or-pay supply contract with the Northern Territory's power utility for up to 31 petajoules of gas, giving the newly consolidated Palm Valley/Dingo position a long-term anchor customer.
Nasdaq notified Magellan that its stock had traded below the $1.00 minimum bid price for 30 straight days, starting a 180-day compliance clock -- the first of what became a recurring listing problem.
Magellan's Australian subsidiary contracted Seabird Exploration for about $4.5 million to run a new 3-D and 2-D seismic survey over its offshore NT/P82 exploration permit.
30 May 2012asset acquisition disposition● NeutralMajor
Magellan swapped assets with Santos, taking full ownership of the Palm Valley and Dingo gas fields in Australia's Amadeus Basin in exchange for giving up its 35% stake in the Mereenie field -- consolidating rather than expanding its Australian footprint.
Magellan granted inducement stock options to two new hires, Milam Pharo and Blaine Spies, under Nasdaq's employment-inducement rule -- a routine hiring-related equity grant.
Auditor Deloitte & Touche declined to stand for reappointment for fiscal 2012, with no disagreements cited beyond material weaknesses in internal controls Magellan had already disclosed.
Magellan sold VAALCO Energy a path to a 65% working interest in the deeper Bakken and Red River zones under its Montana Poplar Field for $5 million cash, with VAALCO obligated to drill three wells by end-2012 to earn the interest -- a farm-out that brought in cash while VAALCO took on the deep-zone exploration risk.
27 July 2011material agreement termination▼ BadMajor
The Evans Shoal gas field purchase from Santos was terminated by mutual release after repeated closing extensions; Magellan got back its A$10 million escrow deposit with accrued interest, ending the deal without penalty.
Magellan's investment relationship with Young Energy Prize S.A. was formalized further via a new Investment Agreement and amendments to the 2010 purchase agreement, again disclosed as a related-party matter given director Nikolay Bogachev's role as YEP's CEO and part-owner.
Magellan's board approved amended terms with strategic investor Young Energy Prize S.A. (led by director Nikolay Bogachev) that would raise Bogachev and YEP's combined stake toward roughly 30% of the company -- deepening a related-party financing relationship first struck in 2010.
Magellan and Santos extended the closing deadline for the Evans Shoal gas field purchase from December 2010 to January 2011, as the parties worked to secure the transaction approvals needed to close.
11 Aug 2010capital raising announcement● NeutralMajor
Magellan agreed to sell $15.6 million more stock to strategic investor Young Energy Prize S.A., which would raise director Nikolay Bogachev and YEP's combined stake toward roughly 33% of the company -- a further deepening of a financing relationship already flagged as related-party.
Magellan agreed to buy Santos's 40% interest in the large, undeveloped Evans Shoal gas field offshore Australia for A$100 million plus up to A$100 million more in contingent payments -- a major bet on an already-discovered but never-developed 1980s-era gas field.