Past year: ▼ 95%(2.50c – 61.9c USD)
Each one in plain English, with the numbers worked through for a shareholder.
7 Sept 2021securities registration● Neutral
Filed the final prospectus and proxy statement for its merger with Lonestar Resources. Lonestar holders were to receive 0.51 Penn Virginia shares per share, subject to a shareholder vote on October 5, 2021.
30 Aug 2021director interest notice● Neutral
BAYTEX ENERGY USA, INC. President and CEO Darrin J. Henke had 4,668 shares withheld for taxes on vesting stock.
24 Aug 2021debt financing▲ GoodMajor
On Aug 18, 2021 Penn Virginia signed Amendment No. 11 to its bank credit facility. Once the Lonestar merger closes and other conditions are met, the borrowing base rises to $600 million (commitments $400 million), the January 2021 availability limits, minimum hedging requirements and first lien leverage covenant are removed, the PV Energy Holdings entities come off as guarantors, and maturity moves to four years after that date. This resolves the Fall 2021 borrowing base/hedging thread, but only if the merger closes.
23 Aug 2021business combination● NeutralMajor
Penn Virginia filed the registration statement (S-4) for the Lonestar merger, restating the 0.51 Penn Virginia share per Lonestar share exchange and registering up to 5,855,940 new shares. It also sets a special shareholder meeting to vote on the share issuance, plus a separate proposal to create Class A and Class B common stock and exchange the Series A Preferred into Class B; that proposal is not a condition of the merger. This advances the open S-4 and shareholder-approval steps; it is not yet effective.
13 Aug 2021debt financing● NeutralMajor
The $400 million 9.250% senior notes due 2026 were completed on Aug 10, 2021, with proceeds held in escrow pending the Lonestar merger. Interest is paid semi-annually starting Feb 15, 2022, the notes mature Feb 15, 2026, and a change of control triggers a repurchase offer at 101%. The indenture also limits additional debt, dividends and asset sales. This completes the financing announced on July 27 and still depends on the merger closing by Nov 26, 2021.
9 Aug 2021securities registration● Neutral
BAYTEX ENERGY USA, INC. filed the final prospectus for a registered offering.
5 Aug 2021securities registration● Neutral
BAYTEX ENERGY USA, INC. amended a filing by which it registered a securities offering with the SEC using its shelf eligibility.
4 Aug 2021quarterly activities report● Neutral
BAYTEX ENERGY USA, INC. reported quarterly revenue of $124.7 million and net income of $3.0 million for the period ended 2021-06-30.
4 Aug 2021quarterly activities report● Neutral
BAYTEX ENERGY USA, INC. reported quarterly revenue of $124.7 million and net income of $3.0 million for the period ended 2021-06-30.
29 July 2021material agreement● NeutralMajor
Penn Virginia priced a $400 million offering of 9.250% senior unsecured notes due 2026, sold at 99.018% of par, to help fund the pending Lonestar merger. The money sits in escrow until the merger closes (needed by Nov 26, 2021); if it does not, the notes are redeemed at 100% of principal plus accrued interest. If released, proceeds are meant to repay Lonestar's long-term debt and, with cash on hand, repay Penn Virginia's second lien term loan in full.
26 July 2021quarterly activities report● Neutral
Penn Virginia (now Baytex Energy USA) gave a preliminary second-quarter update. Oil sales of 20,117 bbl/d beat the top of guidance, net debt fell about $30 million to $334.2 million, and net income was estimated at $3-12 million. It also announced a planned senior notes offering.
13 July 2021business combination● NeutralMajor
This filing gives the terms of the Lonestar deal: each Lonestar share converts into 0.51 Penn Virginia shares, leaving existing Penn Virginia holders with about 87% and Lonestar holders about 13% of the combined company. It needs approval from both sets of shareholders, antitrust clearance and an effective registration statement, and either side can walk away if it has not closed by Nov 26, 2021. Termination fees are $6 million payable by Penn Virginia and $3 million payable by Lonestar in certain cases. Shareholders will own a somewhat smaller slice of a larger company if it closes.
12 July 2021business combination● NeutralMajor
On July 12, 2021 Penn Virginia and Lonestar Resources US Inc. announced a merger agreement signed July 10, 2021, under which Penn Virginia would acquire Lonestar. The filing itself is a press-release notice with legal boilerplate; the terms appear in the companion filing the next day. This is a new thread that continues the company's Eagle Ford consolidation as described in the press release headline.
4 May 2021quarterly activities report▼ Bad
On May 4, 2021, the company reported its first quarter 2021 earnings in a press release furnished with an 8-K.
4 May 2021quarterly activities report▼ Bad
The company filed its quarterly report for the period ended March 31, 2021, covering the first quarter after the January 2021 Juniper transaction.
4 May 2021agm notice● Neutral
At its May 3, 2021 annual meeting, shareholders voted on four directors, executive pay, the auditor, a 3,000,000-share increase to the incentive plan and several articles amendments, including more authorized shares, lower written-consent and merger thresholds. The board also adopted amended bylaws.
23 Apr 2021quarterly activities report▼ Bad
The company gave a Q1 2021 operational update, with sales of 20,534 BOEPD (16,324 BOPD) above guidance, capex of about $54 million and long-term debt cut to $376 million. It raised 2021 production guidance and reported proved reserves of 136.5 MMBOE.
20 Apr 2021agm notice● Neutral
Ahead of its May 3, 2021 annual meeting, the company wrote to shareholders urging them to vote for proposals to raise authorized common shares from 45 million to 110 million, lower the written-consent threshold, and set a majority-of-votes-cast standard for mergers.
6 Apr 2021director interest notice● Neutral
Kayla Baird became a BAYTEX ENERGY USA, INC. VP, CAO and Controller and company insider (initial ownership filing).
1 Apr 2021director interest notice● Neutral
BAYTEX ENERGY USA, INC. Vice President and Controller Tammy Hinkle acquired 1,950 shares and disposed of 1,742 in a set of related equity transactions.
23 Mar 2021director interest notice● Neutral
BAYTEX ENERGY USA, INC. Sr. Vice President and CFO Russell T Kelley Jr. had 2,904 shares withheld for taxes on vesting stock.
23 Mar 2021director interest notice● Neutral
BAYTEX ENERGY USA, INC. Vice President and Controller Tammy Hinkle had 634 shares withheld for taxes on vesting stock.
22 Mar 2021director interest notice● Neutral
Juniper Capital II Gp, L.P. became a BAYTEX ENERGY USA, INC. 10%+ owner and company insider (initial ownership filing).
22 Mar 2021director interest notice● Neutral
Juniper Capital III Gp, L.P. became a BAYTEX ENERGY USA, INC. 10%+ owner and company insider (initial ownership filing).
9 Mar 2021securities registration● Neutral
BAYTEX ENERGY USA, INC. registered a securities offering with the SEC using its shelf eligibility.
4 Mar 2021director interest notice● Neutral
BAYTEX ENERGY USA, INC. director Jeff E Wojahn received 8,147 shares as part of the equity award.
4 Mar 2021director interest notice● Neutral
BAYTEX ENERGY USA, INC. director Darin G Holderness received 8,147 shares as part of the equity award.
4 Mar 2021director interest notice● Neutral
BAYTEX ENERGY USA, INC. director Tiffany Thom Cepak received 8,147 shares as part of the equity award.
16 Feb 2021substantial holder notice● Neutral
Silver Point Capital, L.P, Edward A. Mul&#, Robert J. O'Shea reported no remaining BAYTEX ENERGY USA, INC. shareholding in its periodic institutional filing.
16 Feb 2021substantial holder notice● Neutral
Ari Zweiman reported a BAYTEX ENERGY USA, INC. shareholding of 720,000 shares (4.70% of votes) in a periodic institutional filing.
