Each one in plain English, with the numbers worked through for a shareholder.
4 Aug 2011debt financing▲ GoodMajor
On August 2, 2011 Penn Virginia replaced its November 2009 credit agreement with a new five-year secured revolver (JPMorgan as agent): $300 million of commitments, an initial $400 million borrowing base, and an option to add up to $300 million. The leverage limit is 4.5x debt to EBITDAX, dropping to 4.0x from periods ending on or after September 30, 2013. The press release says nothing was drawn at June 30, 2011 and the borrowing base falls by $20 million when the Mid-Continent sale closes.
On July 28, 2011 Penn Virginia agreed to sell substantially all its Arkoma Basin assets and some other Mid-Continent assets to Unit Petroleum for $30.5 million in cash, with closing expected around August 31, 2011. The company says the assets produce about 7.8 MMcfe/day (about 97% gas) and plans to use proceeds for its 2011 capital spending and general purposes, citing a shift of spending toward oil and liquids such as the Eagle Ford. The filing also records director pay changes (committee meeting fees eliminated, directors may elect shares or deferred units from 2012) and a code of ethics edit removing references to the PVG/PVR businesses divested in June 2010.
On April 13, 2011 Penn Virginia issued the $300 million of 7.25% senior notes due 2019, unsecured, with interest paid each April 15 and October 15 starting October 15, 2011. The tender offer for the 2012 convertibles expired April 12 with about $225.1 million (about 98%) accepted for roughly $233.0 million plus about $4.2 million accrued interest, leaving about $4.9 million of convertibles outstanding. This completes the refinancing started in March.
Penn Virginia priced an upsized $300 million offering of 7.25% senior notes due 2019 on April 5, 2011 (up from the $250 million planned), with estimated net proceeds of about $293.0 million. Part of the money is to fund the tender offer for the 2012 convertible notes, with the remainder for working capital; closing was expected April 13. The convertible tender offer was also extended to April 12, 2011, with about $225 million (about 98%) tendered as of April 5; the company said the lender consent condition was satisfied and it waived the financing condition. This continues the refinancing thread.
On April 4, 2011, about 98% of holders of the 10.375% Senior Notes due 2016 consented to loosen a covenant so the company can buy back the 2012 convertible notes, and the amendment was signed that day. The convertible tender offer was extended to April 11, 2011, with the noteholder consent condition now satisfied; about $225 million (about 98%) of the convertibles had been tendered as of April 4. The filing also lists net acres of 1,046.1 thousand at March 31, 2011, including 14.9 thousand in Eagle Ford, 56.1 thousand in Marcellus and 128.5 thousand in the Mid-Continent. This moves the refinancing thread forward but it is not yet complete.
