Each one in plain English, with the numbers worked through for a shareholder.
17 July 2020listing compliance notice▼ BadMajor
The NYSE told CRC on July 16, 2020 that it was starting delisting proceedings because of the Chapter 11 filing, and suspended trading. CRC did not appeal, and its stock began trading over the counter as CRCQQ on July 17.
CRC filed for Chapter 11 bankruptcy, entering a pre-arranged restructuring backed by holders of most of its term loans and its Elk Hills joint-venture partner Ares Management that will erase over $5 billion of debt, funded by $1.1 billion of debtor-in-possession financing.
CRC and its lenders amended the forbearance agreements again, extending the period in which lenders would not exercise remedies for certain specified events of default to July 7, 2020. The lenders' forbearance covenants continued to apply.
On June 2, 2020, CRC signed forbearance agreements with lenders holding 84.6% of its 2014 credit loans, 61.6% of its 2016 term loans and 79.1% of its 2017 term loans. They agreed not to enforce remedies over missed May 29 interest payments until June 14, 2020 at the latest.
As oil prices collapsed in the COVID-19 downturn, CRC amended its 2014 credit facility to delay a borrowing-base review and voluntarily cut its revolver capacity from $1 billion to $900 million.
21 Feb 2020capital raising announcement● NeutralMajor
CRC launched private exchange offers asking holders of its 8% second lien notes due 2022, 5 1/2% notes due 2021 and 6% notes due 2024 to swap them for new term loans due 2028 with CRC warrants, or for royalty notes and shares in Elk Hills RoyaltyCo. Supporting holders also agreed to take warrants for up to 3,447,184 CRC shares at $9.25 each, if the offers close. This is an attempt to cut debt outside court, and the warrants would dilute existing shareholders. The offers were followed by the July 2020 Chapter 11 filing, so it is an inference that they did not complete as planned.
23 July 2019capital raising announcement▲ GoodMajor
CRC formed a joint venture with Colony Capital's energy arm, Colony HB2 Energy, which committed $320 million (up to $500 million if all parties agree) to develop the Elk Hills field. Colony funds 100% of about 275 wells over roughly three years and earns a 90% working interest, with CRC's interest reverting from 10% to 82.5% once Colony reaches an agreed return. Colony also receives warrants for up to 800,000 shares (up to 1.25 million if the commitment grows) at $40 per share, which would dilute shareholders if exercised. CRC says the deal helps its deleveraging efforts.
16 Nov 2018material agreement termination● Neutral
CRC replaced the at-the-market stock-sale program it had set up alongside its November 2017 financing, swapping sole underwriter Morgan Stanley for a syndicate of five banks without increasing the shares authorized for sale; no shares had been sold under the original program.
CRC amended its November 2017 credit agreement to let it repurchase second lien and senior notes at a discount to par and to refinance its notes and term loan more easily. A previously announced amendment to its 2014 credit agreement also became effective.
This amendment only re-tags the original April 9, 2018 8-K in the SEC system and changes none of its text. That original report covered CRC's purchase from Chevron of the remaining interests in the 47,000-acre Elk Hills field for $460 million cash plus 2,850,000 CRC shares, effective April 1, 2018. Chevron's resale of the shares is limited under a registration rights agreement. This gives CRC the remaining ownership of Elk Hills, but the filing itself adds nothing new.
CRC bought out Chevron's remaining working, surface and mineral interests in the Elk Hills field for $460 million cash plus 2.85 million CRC shares, giving CRC full ownership of its flagship 47,000-acre asset for the first time.
CRC formed the Elk Hills Power joint venture with an Ares portfolio company, which invested $750 million for preferred and certain common interests, and the JV paid $739 million in cash to CRC. Ares-led investors also bought $50 million of CRC stock at $21.33 per share, about $297 million of proceeds repaid revolver loans, and the preferred interests carry a 13.5% annual distribution.
CRC closed a new $1.3 billion term loan to repay its 2014 facility's term loan and part of its revolver, completing the refinancing announced days earlier and extending its debt maturities.
CRC finalized an amendment extending the maturity and easing covenants on its 2014 credit facility, contingent on closing a new term loan of at least $900 million.
On October 7, 2016, CRC agreed with certain holders of its 6% notes due 2024 and 5 1/2% notes due 2021 to swap $21,296,700 of those notes for 1,261,043 newly issued common shares. This trades a small amount of the debt inherited from the 2014 spin-off for new shares, so the debt falls slightly and the share count rises.
CRC amended its 2014 credit agreement, cutting revolver commitments from $1.6 billion to $1.4 billion, and took a new $1 billion term loan. The loan paid down $250 million of existing term loans and repaid revolver borrowings. CRC also announced its debt tender offer was oversubscribed and settled early.