19 Oct 2015listing compliance notice▼ BadMajor
EAGLE ROCK ENERGY PARTNERS L P terminated the registration of a class of securities, ending its reporting obligation for them.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
13 Oct 2015substantial holder notice● Neutral
MONTIERRA MINERALS & PRODUCTION, L.P, MONTIERRA MANAGEMENT LLC, NATURAL GAS PARTNERS VII, L.P, EAGLE ROCK HOLDINGS NGP, NATURAL GAS PARTNERS VIII, L.P, NGP INCOME MANAGEMENT L.L.C, ERH NGP, NGP INCOME CO-INVESTMENT OPPORTUNITIES FUND II, L.P, NGP ENERGY CAPITAL MANAGEMENT, L.L.C reported no remaining EAGLE ROCK ENERGY PARTNERS L P shareholding in its periodic institutional filing.
8 Oct 2015listing compliance notice● NeutralMajor
EAGLE ROCK ENERGY PARTNERS L P's exchange filed to remove a class of its securities from listing.
8 Oct 2015business combination● NeutralMajor
The Vanguard merger closed on October 8, 2015: each Eagle Rock common unit was converted into 0.185 Vanguard common units (cash for fractions), and Eagle Rock became a wholly owned indirect Vanguard subsidiary. The Wells Fargo credit agreement was repaid and terminated, all directors and the listed officers (including Mills, Haines and Boettcher) resigned, Eagle Rock units were to stop trading on NASDAQ before the open on October 9 with delisting and a Form 15 to follow, and Eagle Rock and its general partner entities were then merged into Vanguard Operating, LLC and ceased to exist. This resolves the merger thread; the filing does not say how the 8 3/8% notes with $51.1M outstanding were handled.
8 Oct 2015securities registration● Neutral
EAGLE ROCK ENERGY PARTNERS L P amended an already-effective registration statement.
8 Oct 2015securities registration● Neutral
EAGLE ROCK ENERGY PARTNERS L P amended an already-effective registration statement.
8 Oct 2015securities registration● Neutral
EAGLE ROCK ENERGY PARTNERS L P amended an already-effective registration statement.
8 Oct 2015securities registration● Neutral
EAGLE ROCK ENERGY PARTNERS L P amended an already-effective registration statement.
5 Oct 2015agm notice● Neutral
EAGLE ROCK ENERGY PARTNERS L P shareholders approved the routine matters put to a vote at the company's annual meeting (director elections, auditor ratification, and the executive-pay advisory vote).
3 Sept 2015business combination● NeutralMajor
Eagle Rock filed its definitive joint proxy statement for the Vanguard merger, dated September 3 and first mailed about September 4, 2015. Each Eagle Rock unit would convert into 0.185 Vanguard units (a fixed ratio, stated as a 24.5% premium to the May 21, 2015 close), and the filing says Eagle Rock holders would own about 24.9% of Vanguard, or about 22.0% if Vanguard's separate LRR Energy deal also completes. Both companies' unitholder meetings are set for October 5, 2015; Eagle Rock's board unanimously recommends voting for the merger and for the merger-related pay proposal. This continues the merger thread and confirms the terms from May; the vote had not yet happened.
3 Sept 2015business combination● Neutral
On September 3, 2015 Eagle Rock said it had filed its definitive proxy statement and would begin mailing on or about September 4. The special meeting date moved from September 17 to October 5, 2015; the August 6 record date is unchanged. This continues the merger thread and pushes the vote back; the filing does not give a reason, and the merger has not yet been approved.
31 July 2015quarterly activities report▼ Bad
EAGLE ROCK ENERGY PARTNERS L P reported quarterly revenue of $21.7 million and a net loss of $23.4 million for the period ended 2015-06-30.
29 July 2015quarterly activities report▼ Bad
EAGLE ROCK ENERGY PARTNERS L P reported quarterly revenue of $21.7 million and a net loss of $23.4 million for the period ended 2015-06-30.
8 July 2015business combination● Neutral
On July 8, 2015 Eagle Rock set August 6, 2015 as the record date and September 17, 2015 as the special meeting date for unitholders to vote on the Vanguard merger and an advisory vote on merger-related executive pay. The company said it expects the deal to close in the third quarter of 2015. This continues the merger thread; no terms changed.
27 May 2015agm notice● Neutral
EAGLE ROCK ENERGY PARTNERS L P shareholders approved the routine matters put to a vote at the company's annual meeting (director elections, auditor ratification, and the executive-pay advisory vote).
22 May 2015business combination● NeutralMajor
On May 21, 2015 Eagle Rock agreed to merge with Vanguard Natural Resources: each Eagle Rock common unit would convert into 0.185 Vanguard common units (cash for fractions), and Eagle Rock would become a wholly owned indirect subsidiary of Vanguard. Closing needs approval by both companies' unitholders, an effective S-4 registration, and NASDAQ listing of the new units, with an outside date of January 31, 2016. Eagle Rock owes a $20 million termination fee in specified cases (e.g. taking a superior proposal), and Vanguard owes $20 million if its own unitholders vote the issuance down. The NGP-related holders, who held about a third of the units per the September 2014 filing, agreed to vote for the deal. This is a new thread that would end current unitholders' positions in Eagle Rock if completed, but it is not yet closed.
1 May 2015quarterly activities report▼ Bad
EAGLE ROCK ENERGY PARTNERS L P reported quarterly revenue of $21.7 million and a net loss of $23.4 million for the period ended 2015-06-30.
30 Apr 2015quarterly activities report▼ Bad
EAGLE ROCK ENERGY PARTNERS L P reported quarterly revenue of $52.1 million and a net loss of $58.7 million for the period ended 2015-03-31.
26 Feb 2015quarterly activities report▼ Bad
EAGLE ROCK ENERGY PARTNERS L P reported quarterly revenue of $52.1 million and a net loss of $58.7 million for the period ended 2015-03-31.
31 Oct 2014quarterly activities report● Neutral
EAGLE ROCK ENERGY PARTNERS L P reported quarterly revenue of $81.2 million and net income of $266.3 million for the period ended 2014-09-30.
30 Oct 2014quarterly activities report● Neutral
EAGLE ROCK ENERGY PARTNERS L P reported quarterly revenue of $81.2 million and net income of $266.3 million for the period ended 2014-09-30.
27 Oct 2014quarterly activities report● Neutral
EAGLE ROCK ENERGY PARTNERS L P reported quarterly revenue of $81.2 million and net income of $266.3 million for the period ended 2014-09-30.
14 Oct 2014debt financing▲ GoodMajor
On October 10, 2014 Eagle Rock signed a Fifth Amendment to its credit agreement with Wells Fargo and other lenders, extending maturity from June 2016 to October 2019 and converting it to a reserve-based facility with $320 million of commitments (expandable up to $1.2 billion) and a $320 million initial borrowing base. Total leverage is capped at 4.0x (4.5x for two periods after an acquisition above $50 million), the senior secured leverage and interest coverage tests are removed, and fees improve by 25 basis points. The Regency units received in July are excluded from the lenders' collateral. This continues the covenant thread and replaces the Fourth Amendment limits (4.75x/4.50x) that were due to tighten after Q3 2014; the next borrowing base redetermination is April 1, 2015. The filing does not say how much is drawn.
22 Sept 2014substantial holder notice● Neutral
MONTIERRA MINERALS & PRODUCTION, L.P, MONTIERRA MANAGEMENT LLC, NATURAL GAS PARTNERS VII, L.P, Eagle Rock Holdings NGP, NATURAL GAS PARTNERS VIII, L.P, NGP INCOME MANAGEMENT, L.L.C, ERH NGP, NGP INCOME CO-INVESTMENT OPPORTUNITIES FUND II, L.P, NGP ENERGY CAPITAL MANAGEMENT, L.L.C reported a EAGLE ROCK ENERGY PARTNERS L P shareholding of 53,340,601 shares (33.37% of votes) in a periodic institutional filing.
18 Sept 2014securities registration● Neutral
EAGLE ROCK ENERGY PARTNERS L P registered a securities offering with the SEC using its shelf eligibility.
4 Aug 2014quarterly activities report▼ Bad
EAGLE ROCK ENERGY PARTNERS L P reported quarterly revenue of $34.0 million and a net loss of $43.0 million for the period ended 2014-06-30.
31 July 2014quarterly activities report▼ Bad
EAGLE ROCK ENERGY PARTNERS L P reported quarterly revenue of $34.0 million and a net loss of $43.0 million for the period ended 2014-06-30.
3 July 2014asset acquisition disposition● NeutralMajor
On July 1, 2014 Eagle Rock closed the contribution of its midstream business to Regency Energy Partners, receiving $576.2 million cash, 8,245,859 Regency common units, and Regency 8.375% notes due 2019 swapped for $498.9 million face amount of Eagle Rock's notes. The filing text gives two figures for exchanged notes ($489.9 million and $498.9 million) alongside $51.1 million left outstanding; the numbers do not fully reconcile. The remaining notes lose substantially all restrictive covenants and certain default events under a Third Supplemental Indenture, and the exchanged notes are cancelled. This resolves the Regency transaction announced earlier; unitholders keep their units, but the company no longer holds the midstream assets built up since 2012.
29 May 2014material agreement● NeutralMajor
On May 28, 2014 a Fourth Amendment to the credit agreement kept the 5.85x total leverage and 3.40x senior secured limits for Q2 2014 only, cut the upstream component from $380 million to $330 million, set a new midstream component of about $489.2 million, and reduced total commitments to $819,165,178. Lenders also confirmed that debt assumed by Regency in the pending midstream contribution counts as cash for the asset-sale restrictions, and the agent will release liens on the contributed entities at closing. This continues the covenant-relief thread and clears the path for the Regency deal.
2 May 2014quarterly activities report▼ Bad
EAGLE ROCK ENERGY PARTNERS L P reported quarterly revenue of $34.0 million and a net loss of $43.0 million for the period ended 2014-06-30.