W&T OFFSHORE INC

W&T raised $350 million of 10.75% second-lien notes due 2029 and used the money to clear its old bank facility, the Munich Re Mobile Bay term loan and the rest of its 11.75% 2026 notes. It did not end up free of bank debt: the same day it signed a new $50 million revolver with Texas Capital Bank holding a first claim on the same oil and gas properties, leaving the new notes ranked behind it.

debt financing

W&T settled its insurance claim over a 2023 casualty loss at its Mobile Bay 78-1 well for $58.5 million, expected to be paid within 30 days.

material agreement

W&T dismissed Ernst & Young as its independent auditor (with no disagreements and clean opinions on its 2022-2023 financials) and engaged Deloitte & Touche to audit fiscal 2024; the same filing also extended its credit agreement's maturity by six months, to December 31, 2024, finally breaking the run of one-month rollovers.

auditor change

W&T deferred about $30.1 million of 2024 principal payments on its Munich Re-financed Mobile Bay term loan (repayments to resume in 2025), a liquidity-easing modification with no change to the loan's rate or 2028 maturity.

material agreement

Barely six weeks after the original deal fell through, W&T signed a new, smaller purchase agreement with the same Cox Oil/Energy XXI sellers for most of the same central Gulf of Mexico shelf fields (dropping Eugene Island 24), reviving the acquisition at reduced scope.

material agreement

W&T's board approved the company's first-ever quarterly cash dividend, an initial $0.01 per share, marking a shift toward returning cash to shareholders on the strength of its balance sheet.

dividend declaration

W&T terminated its September 2023 purchase agreement for the Cox Oil/Energy XXI Gulf of Mexico shelf assets after the extended deadline passed without closing.

material agreement termination

W&T agreed to buy a group of Gulf of Mexico central-shelf fields (Eugene Island 24 and 64, Main Pass 61, Mobile Bay 904 and 916, West Delta 73, South Pass 49) plus a pipeline interest from Cox Oil Offshore and affiliated Energy XXI entities.

material agreement

W&T issued $275 million of new 11.75% second-lien notes due 2026 and combined the proceeds with cash on hand to redeem all $625 million of its 9.75% second-lien notes due 2023 ahead of maturity - refinancing about half the balance with cash and half by rolling into shorter-dated, higher-coupon notes.

debt financing

W&T financed its Mobile Bay Gulf of Mexico assets through new special-purpose subsidiaries (Aquasition LLC and Aquasition II LLC), which took out a non-recourse term loan from Munich Re Reserve Risk Financing secured only by those assets - a financing structure that raised cash without adding recourse debt at the parent level.

material agreement

W&T closed its purchase of ExxonMobil's Alabama offshore Gulf of Mexico properties for $167.6 million cash, taking over nine producing fields and an onshore treating facility.

asset acquisition disposition

W&T agreed to buy ExxonMobil's Gulf of Mexico Alabama offshore producing properties and operatorship for $200 million, adding an estimated 74 million barrels of oil equivalent in reserves.

material agreement

W&T closed its $625 million notes offering, entered a new $250 million bank credit facility, and used the combined proceeds to retire its 1.5-lien and second-lien term loans and redeem all of the 2016 restructuring-era notes (2019, 2020 and 2021 series) - fully exiting the distressed capital structure from the 2016 exchange.

debt financing

Two years after its 2016 distressed exchange, W&T priced $625 million of new 9.75% second-lien notes due 2023 and launched tender offers to retire all three note series (2019, 2020, 2021) created in that restructuring - unwinding its distressed capital structure as conditions improved.

material agreement

W&T completed the debt exchange for its 8.5% notes due 2019, with the filing covering the paperwork. Holders of $710.2 million (about 78.9%) of the $900 million notes swapped them for 60,435,544 new common shares, $159.8 million of new 9.00%/10.75% second lien PIK toggle notes due 2020 and $142.0 million of new 8.50%/10.00% third lien PIK toggle notes due 2021. W&T also took out a new $75 million 1.5 lien term loan at 11% from Cortland Capital Market Services as agent. For shareholders this means dilution from the new shares, more secured debt ranking ahead of the remaining unexchanged notes, and a loan that matures earlier (Feb 28, 2019) if the 2019 notes are not refinanced.

capital raising announcement

W&T's exchange offer cleared its lowered 68.5% participation bar, with holders of about 79% ($710 million) of the 8.5% notes due 2019 tendering by the early deadline - the debt-for-equity restructuring succeeding.

debt financing

W&T sweetened its distressed exchange offer - more shares (76.6 million, up from 62.1 million) and dropped the minimum-tender condition - after initial participation ran short of what was needed.

material agreement

W&T's lenders conditioned further credit agreement relief on at least 85% of noteholders participating in the exchange offer and on a new $75 million term loan from those noteholders being used to pay down the revolver.

debt financing

W&T launched a distressed exchange offer for its $900 million of 8.5% notes due 2019, offering holders a mix of new common stock and new second-lien and unsecured PIK toggle notes, backed by holders of 63% of the notes who had already agreed to participate - the resolution to the liquidity crunch triggered by the March 2016 borrowing-base cut.

material agreement

Days after W&T drew $340 million on its revolver, its lenders slashed the facility's borrowing base to $150 million from $350 million, leaving the company about $191 million over the new limit and required to repay, phase in repayment, or pledge more collateral within days - a sharp liquidity squeeze from the oil price crash.

debt financing

W&T drew $340 million on its revolving credit facility for general corporate purposes, leaving about $341 million outstanding, while also disclosing ongoing talks with federal regulators (BOEM) over posting additional financial assurances for well plugging and decommissioning costs.

debt financing

W&T's lenders eliminated the maximum leverage ratio and minimum interest coverage ratio covenants on its revolver and let it repurchase bonds or term loans, but tightened the first-lien leverage ratio - covenant relief that reflects continued financial strain from low oil prices.

debt financing

W&T closed the sale of its Yellow Rose Permian Basin field to Ajax Resources for $376.1 million and used the proceeds to pay down its revolving credit facility.

asset acquisition disposition

W&T agreed to sell the Yellow Rose Permian Basin field it had bought in 2011 to Ajax Resources for $376.1 million, retaining a 1-4% sliding-scale royalty - a cash-raising divestiture of its Permian growth asset amid the oil price downturn.

material agreement

With oil prices still falling, W&T layered a new $300 million second-lien term loan from Morgan Stanley Senior Funding on top of its bank revolver, adding secured debt to shore up liquidity during the downturn.

material agreement

W&T completed the first closing of its purchase of Gulf of Mexico E&P properties from Callon Petroleum, including a 15% interest in the Medusa field, paying about $76.4 million with a final closing for remaining properties expected later in November 2013.

asset acquisition disposition

W&T closed the $300 million add-on to its 2019 senior notes and signed a registration rights agreement committing it to later register the notes for exchange.

debt financing

W&T priced an upsized $300 million add-on to its 2019 senior notes (increased from a planned $250 million) at 106% of face value, with proceeds going toward the Newfield acquisition and revolver paydown.

material agreement

W&T closed its acquisition of 78 Gulf of Mexico lease blocks from Newfield Exploration for about $208 million (adjusted from the original $228 million estimate), taking over roughly 90% of the acquired production.

asset acquisition disposition

W&T agreed to buy Newfield Exploration's Gulf of Mexico portfolio - 78 lease blocks (65 deepwater, 10 shelf) across roughly 432,700 gross acres - for $228 million.

material agreement

About 90% ($406 million) of W&T's 8.25% notes due 2014 were tendered and repurchased using proceeds from the new 2019 notes, and a supplemental indenture stripped most restrictive covenants from the remaining 2014 notes.

debt financing

W&T priced $600 million of new 8.5% senior notes due 2019, with proceeds earmarked to tender for its existing 8.25% notes due 2014 and repay revolver borrowings used for the Permian Basin deal.

material agreement

W&T closed its Permian Basin purchase from Opal Resources for $377.8 million, acquiring about 27 million barrels of oil equivalent in proved reserves and roughly 2,950 boe/d of production, marking its entry into the play.

asset acquisition disposition

W&T agreed to buy roughly 21,900 gross acres of Permian Basin (West Texas) leasehold from private sellers for $366.3 million, its first major move outside the Gulf of Mexico.

material agreement

The Shell Offshore deal shrank: BP exercised its preferential purchase right on the Marlin and Dorado fields, so W&T ended up paying about $121.9 million (versus the ~$395 million originally announced) for the remaining Tahoe, SE Tahoe and Droshky interests.

asset acquisition disposition

W&T agreed to pay Shell Offshore $395 million for interests in five deepwater Gulf of Mexico fields (Tahoe, SE Tahoe, Marlin, Dorado, Droshky) plus a letter of intent for a sixth shelf field for $55 million more, funded with cash and revolver borrowings.

asset acquisition disposition

W&T closed its purchase of Total's Matterhorn and Virgo field interests for $117.5 million net cash, adding an estimated 11.6 million barrels of oil equivalent in reserves.

asset acquisition disposition

W&T agreed to buy Total E&P USA's interests in three Gulf of Mexico blocks (Matterhorn and Virgo fields) for $150 million, expected to close in Q2 2010.

material agreement

W&T sold $450 million of 8.25% senior notes due 2014 to investors in a private placement led by Morgan Stanley, closing June 13, 2007. It plans to use substantially all of the net proceeds to repay part of its bank credit facility borrowings, which likely include borrowings tied to the 2006 Kerr-McGee shelf acquisition (inference). The notes are unsecured and guaranteed by seven subsidiaries, so this swaps bank debt for fixed-rate long-term debt rather than adding new spending capacity.

capital raising announcement

W&T completed a $1.03 billion acquisition of Kerr-McGee's Gulf of Mexico shelf subsidiary, adding interests in roughly 100 fields across 242 offshore blocks. It was the largest deal in the company's history and made W&T the third-largest shelf acreage holder in the Gulf of Mexico.

asset acquisition disposition