Each one in plain English, with the numbers worked through for a shareholder.
14 Apr 2011debt financing● NeutralMajor
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.
On April 5, 2011 Penn Virginia amended its November 2009 credit agreement with JPMorgan as agent so it can issue up to $300 million of additional unsecured notes and use the proceeds to retire the 2012 convertible notes in its tender offer. The lenders also postponed a 30% borrowing base cut on $230 million of the new notes until the tender offer completes. The company also announced plans for a $250 million offering of senior notes due 2019, part of which would fund the tender offer, with the rest for working capital. This continues the convertible refinancing started in March.
On March 8, 2011 Penn Virginia launched a cash offer to buy back any and all of its $230 million of 4.50% Convertible Senior Subordinated Notes due 2012 at $1,027.50 per $1,000, plus accrued interest, with J.P. Morgan as dealer manager (fee $5 per $1,000 purchased). The stated purpose is to refinance the notes with new debt; the offer expires April 4, 2011 and depends on conditions including new debt financing and consent from revolver lenders and 10.375% 2016 noteholders.
9 June 2010asset acquisition disposition● NeutralMajor
Penn Virginia Corporation (the parent, which had been selling down its stake in Penn Virginia GP Holdings, 'PVG') completed the final part of its PVG exit on June 7, 2010. Subsidiaries sold 8,827,429 PVG units (22.6% limited partner interest) for about $139 million net, and handed over the general partner interest, giving up control. This matches the 8,827,429-share sale at $15.76 reported in the June 8 ownership filing. The company says it will book a gain and stop consolidating PVG; pro forma figures show total assets falling from about $3.08 billion to $2.05 billion and PVR LP's $618 million of debt coming off the books.