Each one in plain English, with the numbers worked through for a shareholder.
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.
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.
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.
The company confirms it closed the private placement of common stock on April 4, 2006, continuing the April 5 report of the signing. Net proceeds of about $29.9 million are for Glen Rose Porosity and San Miguel tar sand drilling in the Maverick Basin, Marfa Basin drilling, and its recent drilling rig purchase. It must file a resale registration within 30 days and seek effectiveness within 150 days, or pay 1% a month up to 10%. No new terms beyond the prior filing.
The company sold 3.0 million new common shares to institutional investors in a private placement at $10.50 per share, $31.5 million total, closing April 4, 2006, with A.G. Edwards and Harris Nesbitt as placement agents. Net proceeds of about $29.9 million are for Maverick Basin drilling, Marfa Basin drilling and a recent drilling rig purchase. This adds shares, bringing the count to about 32.9 million per the press release, and the company must file a resale registration within 30 days or pay penalties of 1% a month up to 10%.
30 Nov 2005capital raising announcement▲ GoodMajor
The company reports that an October 4, 2005 participation agreement with Peacock Oil & Gas Properties and Elton Smith closed October 21, 2005. It acquired working interests in about 135,000 gross acres (about 128,000 net) in Presidio and Brewster Counties, Texas, paying cash plus 450,000 unregistered common shares. The cash amount is not stated in the filing.
