History
Endeavour built a North Sea oil and gas business on heavy borrowing and share issues, then entered chapter 11 in 2014 and moved toward a wind-down with equity expected to be cancelled.
2004-2005: A North Sea strategy begins
Endeavour's securities were cleared to trade on the American Stock Exchange in June 2004. Its first big step toward the North Sea and Norway came that autumn, when its Norwegian subsidiary agreed to buy Lundin Petroleum's roughly 76% of the explorer OER Oil AS for about US$26 million in cash. The deal closed on November 23, 2004 for about US$27.6 million. It brought stakes in the Brage, Njord and Agat fields, about 2,000 barrels a day of net production, and an existing bank loan.
In January 2005 Endeavour raised $65 million of 6.00% convertible senior notes, its first convertible debt in this record. It also bought out OER's minority holders for about $2 million in cash and 2.2 million new shares, taking full ownership. In April 2005 it sold its Thailand holding, PHT Partners, for $19.5 million in cash, and in December agreed to buy an 8% stake in the UK's Enoch Field for about $11.6 million.
2006-2008: The Talisman Expro purchase
In May 2006 Endeavour agreed to buy Talisman Expro Limited for $414 million before adjustments. It held Goldeneye and Bittern, with several other fields to follow. In October, William Transier became chairman, CEO and president, ending the co-CEO structure in place since 2004. The same month Endeavour sold 35 million shares at $2.35 and $125 million of Series A convertible preferred stock.
The purchase closed on November 1, 2006 for $374 million after preliminary adjustments. It gave the company its first UK production, about 8,800 barrels of oil equivalent a day over the first half of 2006. It was funded by the share sale, the preferred stock, $150 million from a new senior bank facility and a $75 million second lien loan. In January 2008 a $40 million convertible bond sold to the Smedvig Family Office, plus a $25 million bank loan, repaid that second lien loan.
2009-2010: Selling Norway, trying US shale
In May 2009 Endeavour sold its Norwegian subsidiary for $150 million in cash. In November it redeemed 60% of its Series C preferred for $25 million in cash and $50 million of new subordinated notes. It cut the remaining preferred's conversion price to $1.25 from $2.50, so it would convert into more common shares.
In January 2010 the company entered US shale ventures with Cohort Energy and Hillwood. In February it sold 23,457,779 shares at $0.90, raising about $20.5 million net. In August its UK subsidiary took $150 million of term loans from lenders led by Cyan Partners at 12% cash interest plus 3% paid in kind. This repaid the bank facilities and was partly paid for with about nine million new shares. In October it sold its Cygnus asset for $110 million in cash.
2011-2012: Growth through debt
In March 2011 Endeavour extended its 11.5% convertible bonds to 2016 and sold 11.5 million shares at $11.00, moving to the New York Stock Exchange. It used part of the proceeds to redeem its 6% notes due 2012 for $81.25 million. In July it raised $135 million of 5.5% convertible notes to fund a roughly $110 million Marcellus purchase from SM Energy, but that deal was terminated in December and ended in litigation.
The company instead agreed to buy ConocoPhillips' stakes in the Alba, MacCulloch and Nicol fields for $330 million. In February 2012 it sold $500 million of 12% notes due 2018 to fund it. The Alba stake closed on May 31, 2012 for about $217.5 million and the Cyan term loan was repaid. In June the company sold 8,625,000 shares at $7.50. In October it sold a further $54 million of the 12% first priority notes. The MacCulloch and Nicol purchase collapsed in December 2012 over decommissioning collateral, and ConocoPhillips could keep the $10 million deposit.
2013-2014: Tighter financing and collapse
The company increasingly turned to unusual financing, including letters of credit backed by outside investors, with warrants attached. In 2013 it sold production payments, which are rights to a share of future field sales: about $150 million over Alba and Bacchus, and $25 million over Rochelle. In January 2014 a new Credit Suisse term loan of about $125 million repaid the Cyan facility. In March Whitebox funds bought shares, warrants and $12.5 million of 6.5% convertible notes for $25 million in all. In April the SM Energy dispute was settled with $5 million and a $4.5 million note, plus warrants.
In September 2014 the NYSE warned that the share price and market value were too low. On September 30 a roughly $440 million Credit Suisse loan replaced the January loan, and creditors agreed to hold off after missed interest payments. On October 10, 2014 Endeavour filed for chapter 11 in Delaware. Under a support agreement about $568 million of debt would be swapped for new notes, convertible preferred and new shares, with all existing stock cancelled for nothing. The NYSE suspended trading on October 13 and began delisting.
2015: Wind-down
The record is quiet for most of 2015. On August 3 the company signed a credit bid sale of the stock of Endeavour International Holding B.V., parent of its UK North Sea business, to a new entity owned by its first priority noteholders and the Credit Suisse lenders. The price was $1 as a credit bid for 65% and $1 in cash for 35%. A settlement covered how proceeds from US asset sales would be shared. The company also moved to dismiss the chapter 11 cases after the sales and to dissolve Endeavour International Corp without a shareholder vote. Court approval was still pending, and existing equity was expected to be cancelled with no distribution. In October 2015 it ended the registration of a class of its securities.
Written from the 56 story beats below (2004 to 20 Oct 2015), which come from the company's own announcements and filings.