11 Feb 2009substantial holder notice● Neutral
Manulife Financial Corporation reported a TXCO Resources Inc shareholding of 24,532 shares (0.07% of votes) in a periodic institutional filing.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
10 Feb 2009substantial holder notice● Neutral
Lazard Asset Management LLC reported a TXCO Resources Inc shareholding of 582,051 shares (1.60% of votes) in a periodic institutional filing.
5 Feb 2009substantial holder notice● Neutral
BARCLAYS GLOBAL INVESTORS, NA. and 1 other disclosed a new substantial TXCO Resources Inc shareholding (3.74% of votes).
6 Jan 2009material agreement● Neutral
On December 31, 2008 the company signed a joint exploration agreement with Millenium E&P Resource Fund I, LLC, which will put up $825,000 to drill a Georgetown formation well in the Burr "C" project, with options on up to two more wells where it funds all drilling and completion costs and earns a 50% working interest. TXCO stays operator. Director J. Michael Muckleroy is Millenium's CEO and will get a 1.1875% working interest after payout of any successful well through his stake in an affiliate, so this is a related-party deal.
22 Dec 2008substantial holder notice● Neutral
Third Point LLC, Daniel S. Loeb reported a TXCO Resources Inc shareholding of 2,048,700 shares (5.60% of votes) in a periodic institutional filing.
4 Aug 2008securities registration● Neutral
TXCO Resources Inc filed the final prospectus for a registered offering.
29 July 2008securities registration● Neutral
TXCO Resources Inc amended a filing by which it registered a securities offering with the SEC using its shelf eligibility.
14 July 2008securities registration● Neutral
TXCO Resources Inc amended a filing by which it registered a securities offering with the SEC using its shelf eligibility.
16 May 2008securities registration● Neutral
TXCO Resources Inc amended a filing by which it registered a securities offering with the SEC using its shelf eligibility.
7 Apr 2008capital raising announcement▼ BadMajor
One buyer exercised its option and bought 13,909 more Series D preferred shares at $1,000 each (about $13.9 million), closing April 4, 2008, so only part of the optional $30 million was taken up. The company paid a net $927,280 for call spread transactions tied to these shares. It also filed a resale registration covering 19,296,805 common shares for the buyers, and the filing says paying common dividends or buying back common stock now needs consent of 80% of the Series D and Series E holders.
4 Apr 2008securities registration● Neutral
TXCO Resources Inc registered a securities offering with the SEC using its shelf eligibility.
18 Mar 2008substantial holder notice● Neutral
Third Point LLC, Daniel S. Loeb reported a TXCO Resources Inc shareholding of 2,820,000 shares (8.30% of votes) in a periodic institutional filing.
29 Feb 2008capital raising announcement▼ BadMajor
On February 28, 2008 the company agreed to sell $20 million of new Series E convertible preferred stock (20,000 shares at $1,000) and to swap the 55,000 Series C preferred shares from the November 2007 deal for Series D preferred shares, which keep the $14.48 conversion price and 6.5% dividend. Buyers may buy up to $30 million more Series D by March 20, 2008 (or May 20, 2008 at the company's option). Closing was expected by March 4, 2008. Proceeds are meant to help fund the 2008 drilling program, possibly repay some debt, and pay about $1.3 million net cost of call spread transactions. The new preferred ranks ahead of common stock and the buyers get a right of first refusal on 50% of certain later equity issues, which continues the Series C financing thread.
28 Feb 2008substantial holder notice● Neutral
Third Point LLC, Daniel S. Loeb reported a TXCO Resources Inc shareholding of 2,820,000 shares (8.30% of votes) in a periodic institutional filing.
7 Feb 2008substantial holder notice● Neutral
Lazard Asset Management LLC reported a TXCO Resources Inc shareholding of 1,764,613 shares (5.17% of votes) in a periodic institutional filing.
7 Feb 2008substantial holder notice● Neutral
Manulife Financial Corporation disclosed a new substantial TXCO Resources Inc shareholding (0.04% of votes).
4 Feb 2008substantial holder notice● Neutral
Capital Ventures International, Heights Capital Management, Inc reported a TXCO Resources Inc shareholding of 2,561,533 shares (7.00% of votes) in a periodic institutional filing.
24 Jan 2008substantial holder notice● Neutral
Third Point LLC, Daniel S. Loeb reported a TXCO Resources Inc shareholding of 2,820,000 shares (8.30% of votes) in a periodic institutional filing.
3 Dec 2007material agreement● Neutral
This amendment only files the signed Securities Purchase Agreement and Registration Rights Agreement for the Series C preferred, replacing the forms filed earlier. It also files an amendment to the shareholder Rights Agreement approved so the financing would not trigger it, plus a rights agent substitution. No new financial terms are given.
30 Nov 2007substantial holder notice● Neutral
Capital Ventures International, Heights Capital Management, Inc disclosed a new substantial TXCO Resources Inc shareholding (7.10% of votes).
28 Nov 2007substantial holder notice● Neutral
Third Point LLC, Daniel S. Loeb disclosed a new substantial TXCO Resources Inc shareholding (8.00% of votes).
21 Nov 2007capital raising announcement● NeutralMajor
The company agreed on November 20, 2007 to sell $55 million of Series C Convertible Preferred Stock (55,000 shares at $1,000), with buyers able to take up to $25 million more. It converts to common at $14.48 per share, pays 6.5% dividends (12% on a Triggering Event), ranks ahead of common stock, and can be redeemed for cash on a change of control or Triggering Events. Proceeds are for the 2008 drilling program, possibly short-term debt repayment, and the roughly $3.67 million net cost of call spread transactions meant to limit dilution. Common stockholders must approve the issuance at a meeting by June 1, 2008; a resale registration with 1% penalties up to 10% also applies. Adds senior-ranking equity ahead of existing common holders.
27 July 2007material agreement● Neutral
The July 25, 2007 amendments closed, completing the earlier commitment letter. The term loan rises from $80 million to $100 million, and the company is now required to hedge part of its oil and gas production. The filing does not restate the lower borrowing base or the fee.
25 July 2007material agreement● Neutral
On July 19, 2007 the company signed a commitment letter with BMO Capital Markets and Bank of Montreal to raise the second-lien term loan from $80 million to $100 million and cut the senior credit facility's initial borrowing base from $60 million to $50 million. A supplemental fee of 1.75% of the increase is payable at closing, expected around July 25, 2007. Amends the April 2007 facilities.
6 June 2007securities registration● Neutral
TXCO Resources Inc filed the final prospectus for a registered offering.
30 Apr 2007securities registration● Neutral
TXCO Resources Inc amended an already-effective registration statement.
5 Apr 2007asset acquisition disposition● NeutralMajor
The Output acquisition closed April 2, 2007: the company paid about $95.6 million, being $91.6 million cash and about 339,000 escrowed shares, and ended all hedges assumed with a $4.8 million payment. It was funded by two new Bank of Montreal facilities replacing the Guaranty Bank credit agreement: a four-year senior revolver with $125 million commitments, $60 million initial borrowing base and $41.8 million drawn, and a five-year second-lien term loan of $80 million fully drawn. Both carry leverage and coverage covenants. This resolves the February merger thread and sharply raises the company's debt.
26 Feb 2007business combination● NeutralMajor
On February 20, 2007 the company agreed to buy Output Exploration, LLC (Anadarko in Oklahoma, Gulf Coast in Texas and Louisiana) by merger, for about $91.6 million cash plus $4.0 million of TXCO shares held in escrow for one year against indemnity claims. Output's California assets are to be spun off first and not acquired. A $2.0 million deposit is in escrow, and closing is expected by April 2, 2007. The company has debt financing commitments for a new four-year senior secured revolver and a five-year second-lien term loan to pay the cash and repay certain debt. This is the first acquisition outside the Maverick and Marfa Basin acreage in this history.
14 Feb 2007substantial holder notice● Neutral
Wellington Management Company, LLP reported a TXCO Resources Inc shareholding of 743,300 shares (2.25% of votes) in a periodic institutional filing.
8 Feb 2007substantial holder notice● Neutral
Lazard Asset Management LLC disclosed a new substantial TXCO Resources Inc shareholding (6.48% of votes).