Each one in plain English, with the numbers worked through for a shareholder.
18 Jan 2005drilling progress report● Neutral
On January 17, 2005 XTO's board approved an $850M development and exploration budget for 2005, covering 735 wells (560 net) and about 540 workovers and recompletions (400 net). Of the total, $400M goes to the Eastern Region, $170M to the Barnett Shale, $85M to the San Juan, Raton and Uinta basins, $85M to the Permian, $80M to Arkoma and Mid-Continent, and $30M to exploration.
On January 9, 2005 XTO agreed to buy Antero Resources Corporation, a private Barnett Shale (Fort Worth Basin) producer, for about $685M: roughly $337.5M cash, 10,000,000 XTO shares, and warrants for 1,500,000 shares at $36.00 for five years. XTO estimates 440 Bcf of proved reserves (about 41% developed) and 60 MMcf/d of production, and expects to close on or before April 1, 2005, subject to antitrust waiting-period expiry. The cash is expected to come from cash flow and bank credit facilities. The new shares and warrants will dilute existing holders. This builds on the Barnett Shale acreage XTO obtained in the August 2004 related-party swap.
XTO filed the registration needed to swap the $350M of 5.00% senior notes due 2015, sold privately in September 2004, for identical registered notes. The notes mature January 31, 2015 and are unsecured. XTO receives no new proceeds and is doing this to meet its registration rights agreement. This continues the open registered-exchange item and does not change XTO's debt.
Shareholders approved the 2004 Stock Incentive Plan on November 16, 2004, replacing the 1998 plan, under which no further awards will be made. It allows up to 18,000,000 shares for awards, of which 9,000,000 can be full-value awards such as stock grants. This can dilute existing shareholders as awards are made, though the filing does not say how many will be granted.
On November 10, 2004 XTO signed a new five-year, unsecured $300M term loan with Bank of America and a group of banks, due April 1, 2010, at LIBOR plus 0.75%. The proceeds were used to repay amounts owed under its existing 5-year revolving credit facility, the facility that helped fund the ChevronTexaco purchase. This replaces part of the revolver borrowing with a fixed-term loan rather than adding to total borrowing.
1 Nov 2004asset acquisition disposition● NeutralMajor
XTO filed the financial statements and pro forma figures for the August 2004 ChevronTexaco purchase, which it had said were due by November 1, 2004. The acquired properties had revenues of $339.4M and revenues over direct operating expenses of $227.6M in 2003, and $129.7M in the first half of 2004. The filing also discloses that in August 2004 XTO swapped $37.8M of mainly ChevronTexaco-sourced interests for 19,000 net Barnett Shale acres plus $25.4M of other consideration with companies owned by the adult children and a brother of CEO Bob Simpson. The related parties also exercised an option on October 27, 2004 to buy other acquired properties for $12.8M. Lehman Brothers gave the board a fairness opinion. Reserves of the acquisition were reduced by 29.4 Bcf of gas and 3.19 million barrels of oil as a result. This closes the financial-statement item and adds a related-party transaction.
On October 15, 2004 the board rewrote the change-in-control agreements for five executive officers (Simpson, Palko, Baldwin, Hutton, Vennerberg). Instead of performance shares tied to the share price above $12, they will now get a lump-sum cash payment equal to the value of 500,000, 275,000, 50,000, 225,000 and 200,000 shares respectively. The separate fixed grants for Baldwin, Hutton and Vennerberg (50,000, 187,500, 150,000 shares) become cash too. The company will also cover any 20% parachute excise tax on these payments. The filing does not say why the change was made.
XTO agreed on September 20, 2004 to sell $350 million of unsecured 5.00% senior notes due January 31, 2015 in a private placement at 99.918% of par, closing September 23, 2004. Terms require XTO to later swap them for registered notes. The filing does not state how the proceeds will be used.
20 Aug 2004asset acquisition disposition▲ GoodMajor
XTO closed its purchase of properties from ChevronTexaco on August 16, 2004 for $912 million, including a $110 million deposit paid in May 2004. XTO's engineers estimate 732 Bcfe of reserves acquired, adding about 88 million cubic feet of gas and 14,000 barrels of oil a day, and opening coal bed methane in the Rockies and a South Texas region. Funding came from bank credit facilities and the May 2004 stock sale; financial statements and pro forma figures are due by November 1, 2004, and price adjustments follow within twelve months.
XTO raised its quarterly cash dividend 400%, from 1 cent to 5 cents per share, payable October 15, 2004 to holders of record September 30, 2004. The board also authorised buying back up to 15 million shares (about 6% of shares outstanding), replacing the unused May 2000 authorisation.
XTO's board declared a dividend of 0.0074 Cross Timbers Royalty Trust units per XTO share, distributing all the trust units XTO bought in the open market between 1996 and 1998. Record date is September 2, 2003 and mailing is September 18, 2003; cash is paid for fractional units.
Amendment No. 1 to the exchange-offer filing sets the offer's expiry at July 10, 2003 and dates the prospectus June 9, 2003. Terms are otherwise as in the original: $400 million of 6¼% notes due 2013 swapped for registered ones, with no new proceeds to XTO.
XTO filed to let holders swap the $400 million of 6¼% Senior Notes due 2013 (privately sold April 23, 2003) for identical notes registered with the SEC. This fulfils a registration-rights promise made at the private sale; XTO receives no new money and the debt total does not change.
Liberty Wanger Asset Management, L.P, WAM Acquisition GP, Inc. reported a XTO ENERGY INC shareholding of 5,546,000 shares (4.40% of votes) in a periodic institutional filing.