Each one in plain English, with the numbers worked through for a shareholder.
7 Dec 2006material agreement● Neutral
This amended 8-K repeats the previous day's report of the fifth credit facility amendment (up to $100 million with PNC Bank) but gives the date as December 5, 2006 rather than December 4. The terms are otherwise the same, so it looks like a date correction (inference).
Union and PNC Bank (as agent for the lenders) signed a fifth amendment to the revolving credit facility, raising the maximum revolving line of credit to $100 million. It also redefines some terms, adds conditions on yearly capital spending and changes lender assignment provisions.
Union and its lenders, led by PNC Bank, made a fourth amendment to the revolving credit facility from March 2005. It lets 60% of the cost of rig equipment bought between appraisals count toward the collateral base and raises the permitted 2006 net capital spending from $10 million (plus 2005 carryover) to $125 million.
Union exercised its option from the December 2005 agreement and agreed to buy three 1,500 horsepower SRC IDEAL rigs from National Oilwell Varco, L.P. for $25.2 million, with the earlier $1 million option payment applied to the price. Delivery is scheduled for October, November and December 2006.
Union's subsidiary Thornton Drilling Company took over Maverick Oil and Gas's agreement to buy one Wilson 75 drilling rig from Permian Drilling Corporation, and completed the purchase on January 30, 2006. Maverick pays Thornton the amount by which the rig's purchase price exceeds $3,646,500, and the two agreed to a two-year drilling services contract for the rig.
Union Drilling agreed to buy three Ideal Rigs from National-Oilwell, L.P. for $24 million in total, with delivery scheduled for March, May and June 2006. It also paid $1 million for an option, exercisable by April 30, 2006, to buy three more for $25.2 million (delivery Sept-Nov 2006 if exercised); the $1 million counts toward that price.
Union Drilling signed the underwriting agreement for the follow-on share sale whose final prospectus was filed the same week: 8,823,530 shares, half sold by the company and half by two selling stockholders, offered to the public at $14.00 per share (underwriters pay $13.055). One selling stockholder gave the underwriters an option for up to 1,323,530 more shares; delivery is expected November 28, 2005. Only half of the shares are sold by the company, so the company receives only part of the proceeds. The filing also restates a 180-day lock-up ending May 20, 2006 on sales by the company, principal shareholders, officers and directors.