GMX RESOURCES INC

GMX RESOURCES INC deregistered its securities, ending its obligation to file reports with the SEC.

listing compliance notice

On Jan 22, 2014 the bankruptcy court confirmed the reorganization plan, though it was not yet effective pending conditions. Senior secured noteholders (allowed at $338 million) receive the new common stock and/or interests in a new partnership; general unsecured creditors, including the convertible, old senior and 2018 second-priority noteholders, share in a creditor trust and $1.5 million in cash. On the effective date all rights of common stock and preferred holders (including the 9.25% Series B) are terminated with no property received, and the company is renamed Thunderbird Resources Equity Inc. as a private company. This resolves the open question of shareholder treatment: existing shareholders get nothing.

bankruptcy or receivership

On Sep 30, 2013 GMX, certain 2017 senior secured noteholders and the unsecured creditors' committee signed a plan support agreement. Under its term sheet the senior secured noteholders get 100% of the equity in the reorganized company (and/or an affiliate) for their roughly $338 million secured claim, the 2018 second-priority notes are treated as unsecured, and unsecured creditors get a litigation trust with $1.5 million in cash if their class accepts. All existing equity interests are to be cancelled. This replaces the earlier asset sale route with a plan of reorganization, still subject to court approval (hearing set for Oct 29, 2013) and confirmation.

material agreement

On May 15, 2013 GMX and its subsidiaries signed an asset purchase agreement with GMXR Acquisition LLC, acting for the first-lien 2017 noteholders, to sell substantially all assets for $338 million paid as a credit bid of their notes, plus assumed liabilities. This is the noteholder sale flagged when the bankruptcy was filed; it is subject to court approval and higher or better competing bids. GMX states that if the assets are sold at the credit bid amount it does not expect any cash or other assets to be available for distribution to equity holders. Some of the buying lenders are also 5% shareholders, including affiliates of Chatham and GSO.

material agreement

GMX RESOURCES INC's exchange filed to remove a class of its securities from listing.

listing compliance notice

GMX RESOURCES INC's exchange filed to remove a class of its securities from listing.

listing compliance notice

On Apr 3, 2013 the bankruptcy court approved on an interim basis a DIP loan facility of up to $50M led by Cantor Fitzgerald as agent, with up to $20.0M available initially. It pays the Eurodollar or Base Rate plus 10% (2% floor), is secured on substantially all assets with superpriority status, and is due by the earliest of 180 days after Apr 1, 2013, a plan, or a sale of substantially all assets. Some lenders are also 2017 noteholders and 5% shareholders (including Chatham and GSO affiliates). This funds the case, but the superpriority claim comes ahead of shareholders.

debt financing

The NYSE told GMX on Apr 1, 2013 that its common stock and 9.25% Series B preferred will be delisted because of the bankruptcy filing and uncertainty over the outcome for common holders. GMX will not appeal, and trading was suspended Apr 1, 2013. This ends the NYSE compliance thread, and shares lose their exchange listing.

listing compliance notice

On Apr 1, 2013 GMX and its subsidiaries Diamond Blue Drilling and Endeavor Pipeline filed Chapter 11 in the Western District of Oklahoma, pursuing an asset purchase agreement with certain 2017 secured noteholders. This accelerates or defaults all its debt: $48.296M 2015 convertibles, $1.97M 2019 notes, $294.34M Series A and $30.0M Series B 2017 notes, and $51.458M 2018 notes, with enforcement stayed. The 60%-owned Endeavor Gathering is not in the filing. A sale to noteholders suggests shareholders may receive little, but the filing does not state any equity treatment.

bankruptcy or receivership

On Mar 4, 2013 GMX missed the interest payment on its 2018 second-priority notes (about $2.1M in cash or $2.8M in stock). This is not yet an event of default under those notes, which allow 30 days, but it could trigger defaults on the $48.3M 2015 notes, $324.3M 2017 notes and $51.5M 2018 notes. GMX says it may voluntarily seek bankruptcy protection if it cannot reach a consensual restructuring with Jefferies' help. Separately, the NYSE said on Feb 26 that GMX's market value (about $49.2M average) fell below the $50M required given a $134.5M stockholders' deficit. GMX has 45 days to submit a plan to cure within 18 months. This shifts the story from price compliance to a possible restructuring.

listing compliance notice

On Dec 6-7, 2012 GMX won consents from holders of $288.469M of its 2017 notes, signed a supplemental indenture, and closed the private placement from the November commitments: $30.0M of new Series B 2017 senior secured notes (about $27.1M net of discount) plus 15,979,253 shares (5,942,034 at $0.48 and 10,037,219 at $0.01). Net cash was about $30.1M, and the notes must be used to retire the remaining $27.1M of 2013 convertible notes. The Series B notes pay 11% in cash or 15% if paid in more notes, and rank equally with the existing 2017 notes. This completes the November financing and dilutes shareholders. The filing text was truncated, so later terms are not seen.

capital raising announcement

On Nov 7, 2012 GMX signed commitment agreements with holders of about 72% of its 2017 secured notes (including GSO Capital Partners), giving GMX the option to sell them $30.0M of additional senior secured notes and 5,942,034 new shares at $0.48 each. Holders would also get a 3.0% cash fee and up to 10,037,219 shares at $0.01 as payment for the commitment, so existing shareholders face dilution of up to 15,979,253 shares. Closing depends on definitive documents and consent from a majority of the existing noteholders to indenture changes.

capital raising announcement

On Oct 24, 2012 GMX closed the $69.0M sale of its Cotton Valley Sands and shallow-rights properties in East Texas and Louisiana to Summit Energy, effective Sep 1, 2012. Estimated proceeds after expenses and September 2012 adjustments were about $66.7M, and GMX will provide transition services for at least three months. This completes the sale agreed on Oct 1; the filing does not say how the cash will be used.

asset acquisition disposition

On Oct 1, 2012 GMX agreed to sell certain operated and non-operated Cotton Valley Sands and shallow-rights oil and gas properties in East Texas and Louisiana to Summit Energy, LLC for $69.0M, subject to adjustments. Effective date is Sep 1, 2012 and closing is expected Oct 24, 2012; GMX will provide transition services for at least three months. This is the Cotton Valley sale the company had been considering, and it brings in cash, but the filing does not say how the proceeds will be used.

material agreement

On Sep 19, 2012 GMX completed its exchange offers, issuing $51.458M of new 9% Senior Secured Second-Priority Notes due Mar 2018 and 7,176,384 common shares. It retired $24.918M of 2013 convertibles (for $24.918M of new notes and 7,136,384 shares) and $37.954M of 2015 convertibles (for $26.54M of new notes). The new notes rank behind the 2017 first-lien notes, and interest can be paid in stock before Sep 19, 2014. This swaps convertible debt for secured debt and adds shares, diluting shareholders. It resolves the August exchange offer; the tender total (about $62.9M) is below the $52.0M-plus-2015 cap but the filing doesn't say what remains outstanding.

capital raising announcement

On Aug 9, 2012 GMX launched an offer to swap its roughly $52.0M of 2013 convertible notes ($51.997M outstanding) and a limited amount of its 2015 convertibles for new second-priority secured notes due 2018. 2013 holders would get $1,000 of new notes plus 288 shares per $1,000, and 2015 holders $700 of new notes per $1,000, with new notes capped at $60M in total. The new notes pay 9% and are secured by the company's assets (not subsidiaries'); the offer expires Sep 6, 2012 unless extended. This turns the piecemeal stock swaps into a single, larger exchange.

business combination

On Jun 20, 2012 the NYSE told GMX its stock is out of compliance with the listing rule requiring an average closing price of at least $1.00 over 30 trading days. GMX has six months to get back above $1.00, or it can pursue an action needing shareholder approval such as a reverse stock split; the stock stays listed for now. The CEO said the share price does not reflect the value of the oil and gas assets.

listing compliance notice

On Dec 19, 2011 GMX closed the exchange offer, issuing $283.52M of new Senior Secured Notes due Dec 1, 2017 (11% cash interest, or 9% cash plus 4% in kind if it elects). The notes are secured by first-priority liens on substantially all assets and guaranteed by all subsidiaries except Endeavor Gathering LLC. The supporting holders bought about $13.3M of new notes, which with cash from tendering holders gave $100.0M gross proceeds, and 3,877,254 backstop shares were issued with registration rights (shelf filing due by Feb 20, 2012). A supplemental indenture strips substantially all restrictive covenants from the remaining 2019 notes. This closes the restructuring thread: the unsecured 2019 notes are largely replaced by secured debt, and shareholders are diluted by the backstop shares. The filing text provided is truncated, so the final tender participation level is not visible here.

capital raising announcement

GMX sold a term overriding royalty interest (a volumetric production payment) in some of its Haynesville/Bossier properties to EDF Trading North America for $49.7M, covering about 14.75 Bcf over 95 months from Dec 1, 2011. The bank revolver (Fifth A&R Loan Agreement with Capital One) was repaid and terminated on Dec 9, 2011. The press release says the company also monetized its entire natural gas hedge portfolio for $18.5M, for $68M combined cash, and that part of the VPP proceeds retired the bank borrowings. This completes the VPP and hedge monetization threads and the bank facility termination; the Cotton Valley VPP mentioned earlier is a different property set, and this sale is of Haynesville/Bossier interests in Harrison County. The release says the VPP cuts the YE2010 PV-10 of $249.9M by about $45.6M.

material agreement termination

On Nov 2, 2011 GMX signed support agreements with holders of about 50.1% of its 11.375% Senior Notes due 2019 to exchange them for new 11.0% senior secured notes due 2017. Holders can take $750 of new notes per $1,000 of old, or $971.4 if they also buy new notes for cash equal to 0.60 of the old notes tendered. The holders backstop $100M of new notes; if all holders tender and buy, GMX gets $120M cash and issues about $318M of new notes secured by substantially all assets. The backstop fee is $3.0M of new notes plus $7.0M of common stock (up to 4,242,425 shares). The proceeds are to retire the bank revolver and fund the capital program; the bank redetermination is postponed, GMX plans to monetize its natural gas hedges (about $16.6M value) in November, and is still pursuing a VPP sale on Cotton Valley assets. The 2012 capex plan is $131M, pending closing and board approval. The deal is not yet launched and terms are subject to final documentation. It replaces the unsecured 2019 notes with secured debt and is dilutive to shareholders via the stock issuance.

capital raising announcement

GMX signed a Third Amendment to its Capital One-led bank loan on Aug 2, 2011: the required EBITDA-to-interest ratio drops to above 2.00 (from 2.50) for July 1-Dec 31, 2011, returning to 2.50 from Jan 1, 2012. While the ratio is below 2.50, borrowing margins rise 1.5% and the unused-facility fee rises 0.5% to 1.0% a year; GMX paid a fee of 1% of the borrowing base. The same filing furnished Q2 2011 results: record 6.5 Bcfe production (up 51% from Q2 2010), Haynesville/Bossier drilling temporarily suspended due to low gas prices, 2011 production guidance cut to 23.8-24.2 Bcfe, and remaining 2011 drilling capital focused on oil in the Bakken, Niobrara and East Texas. The covenant relief continues the thread on covenant headroom under the February 2011 loan; the amendment and release suggest (inference) that the original covenant was at risk.

material agreement

On Apr 28, 2011 GMX closed the Arkoma Bakken/Long Properties/Reynolds deal, buying 87.5% of the sellers' working interest in about 7,613 undeveloped acres in McKenzie and Dunn Counties, North Dakota (6,661 net acres), and issued 3,542,091 shares to the sellers as partial payment. The sellers cannot sell the shares for six months and GMX agreed to register them for resale. This completes another of the pending Bakken acquisitions and adds to dilution; the filing does not state the cash paid.

capital raising announcement

On Feb 28, 2011 GMX closed the Retamco Bakken/Sanish-Three Forks acreage purchase in Montana and North Dakota, issuing 2,268,971 shares to Retamco (below the up-to 2,669,513 shares first announced; the filing does not explain why) and agreeing to register them for resale. Separately, underwriters exercised their over-allotment option for 1,098,518 more shares from the Feb offering, bringing about $4.9M of additional net proceeds, expected to close March 2, 2011. Both add to the share count. This completes the first of the Bakken/Niobrara acquisitions.

capital raising announcement

On Feb 9, 2011 GMX closed the $200M 11.375% senior notes due Feb 15, 2019, with net proceeds of about $187.1M, interest payable each Feb 15 and Aug 15 from Aug 15, 2011, and guarantees from two subsidiaries. The company says the stock and notes offerings have both completed and so satisfy the financing condition for its tender offer for up to $50M of the 5.00% 2013 convertibles, of which $122.75M is outstanding; the offer pays par plus accrued interest and expires Feb 28, 2011 unless extended. This resolves the open question of whether the offerings would close, though the filing does not state that the Fifth A&R loan conditions are met.

debt financing

On Feb 4, 2011 GMX agreed with Morgan Stanley and Credit Suisse to sell 21,075,000 new common shares at $4.75 per share to the company, with an option for up to 3,161,250 more within 30 days. This is the equity half of the financing the new bank loan required (at least $75M), and it materially dilutes existing shareholders. Proceeds go to the same uses as the notes: the 2013 convertible tender offer, repaying the revolver, the cash part of about $68.3M of pending lease purchases, and drilling.

material agreement

On Feb 4, 2011 GMX agreed to sell $200M of 11.375% senior unsecured notes due 2019 to initial purchasers (Credit Suisse and Morgan Stanley) at 93.583% of face in the agreement text, while the press release says 96.833%; the filing gives both figures without reconciling them. Proceeds, with a concurrent stock offering, are to fund an offer to buy up to $50M of the 2013 convertibles, repay the bank revolver, pay the cash part of about $68.3M of pending lease acquisitions, and fund drilling and general purposes. This is the senior notes step the new bank loan required, and it adds high-cost debt maturing in 2019.

material agreement

On Feb 2, 2011 GMX signed a Fifth Amended and Restated Loan Agreement with Capital One and its bank group, turning the January commitment letter into a signed deal. It takes effect only if GMX raises at least $75M of common stock and $175M of senior unsecured notes by Feb 28, 2011, and puts at least $50M of proceeds in a restricted account to retire 2013 convertible notes so that no more than $75M remains within 45 days. It provides a $100M commitment with a $60M initial borrowing base, matures Jan 1, 2013 (extended to Dec 31, 2013 if the 2013 convertibles are gone), and caps senior secured debt at 2.50x EBITDA. The agreement lapses if the conditions are not met by Feb 28, 2011, so the outcome of the equity and notes offerings is an open thread.

material agreement

On Jan 24, 2011 GMX agreed to buy undeveloped Bakken acreage in McKenzie and Dunn Counties, North Dakota for about $31.3M (one-third cash, two-thirds stock, with the share price collared between $5.50 and $6.50), and signed a letter of intent for a further Williams County deal of about $7.3M on the same terms. The press release says it now has four purchase agreements and one letter of intent covering about 67,724 net acres across the Bakken and the Niobrara (Wyoming), and says it plans to raise capital to fund development. It also has a commitment letter with Capital One for a new credit agreement with a $60M initial borrowing base and January 1, 2013 maturity, conditional on debt and equity financings. This expands the Bakken thread into a broader shift toward oil acreage and implies significant new share issuance.

capital raising announcement

On Jan 13, 2011 GMX agreed to buy undeveloped Bakken/Sanish-Three Forks acreage in Montana and North Dakota from Retamco Operating, paying up to 2,669,513 new shares plus about $1.8M cash, with closing due by Feb 28, 2011. This is a first step outside the East Texas Haynesville/Bossier and Cotton Valley focus, and the share issuance would dilute existing holders. The release also reports Haynesville/Bossier proved reserves of 234.1 Bcfe at year-end 2010 (up from 25.9 Bcfe) and says the company is exploring joint ventures on its undeveloped East Texas acreage and options on its 60% Endeavor Gathering stake to address liquidity needs.

capital raising announcement

On Dec 21, 2010 GMX amended its July 2010 bank loan agreement: the $130M borrowing base stays until the next redetermination, a new limit caps senior secured debt at 2.50x EBITDA, and the total net debt/EBITDA limit is eased to 4.75x (Dec 2010-Feb 2011), 4.60x (Mar-Aug 2011) and 4.40x (Sep-Oct 2011), returning to 4.00x from Nov 2011. It also exchanged $2.25M of its 2013 convertible notes for 380,250 new common shares plus cash for accrued interest, and the press release says 2011 capital spending is cut to $110M with one rig drilling. The covenant relief continues the July 2010 loan thread but adds a new secured-debt limit; the note exchange slightly dilutes shareholders.

capital raising announcement

On July 8, 2010 GMX signed a Fourth Amended and Restated Loan Agreement with its bank group, extending the maturity from July 15, 2011 to August 1, 2012, with an automatic extension to July 8, 2013 in certain circumstances. The maximum debt-to-EBITDA ratio is relaxed to 4.50 for June to December 2010 and 4.25 for January to June 2011, returning to 4.00 from July 2011, and the debt definition now counts only the debt portion of the convertible notes. U.S. Bank and Credit Suisse join as lenders, and Union Bank and Fortis leave. The borrowing base stays at $130 million.

material agreement

GMX said on March 10, 2010 that its 2008 annual and first three 2009 quarterly financial statements can no longer be relied on, because impairment charges and deferred taxes were calculated wrongly and diluted loss per share was misstated. Restated 2008 net loss is $124.6 million, versus $81.7 million originally reported. The 2008 fourth-quarter impairment rises by $41.0 million, and the first-quarter 2009 impairment falls by $42.2 million. The company says the non-cash charges do not change its PV-10 values. It also reported a 2009 net loss to shareholders of $185.3 million. The restatement will appear in the 2009 10-K.

financial restatement

the New York Stock Exchange certified GMX RESOURCES INC's securities for listing, clearing them to begin trading.

listing compliance notice

GMX RESOURCES INC's securities were notified for removal from listing and registration on its exchange.

listing compliance notice

GMX RESOURCES INC's securities were notified for removal from listing and registration on its exchange.

listing compliance notice

GMX RESOURCES INC's securities were notified for removal from listing and registration on its exchange.

listing compliance notice

The Kinder Morgan deal announced Oct 16 closed effective Nov 1, 2009: GMX moved its gas gathering assets into Endeavor Gathering LLC and sold 40% to Kinder Morgan Endeavor for $36 million, keeping 60%. Kinder Morgan receives 80% of cash distributions until it recovers its purchase price plus any other capital it contributes. GMX dedicated its Harrison and Panola County production to the system and owes shortfall payments if minimum volumes are not met. The press release says the deal provides liquidity to add a rig.

asset acquisition disposition

On Oct 22-28, 2009 GMX sold 6,950,000 common shares at $15.00 (net about $98.8M) and $86.25M of 4.50% convertible senior notes due May 1, 2015 (net about $82.6M, conversion price about $18.75, including the exercised over-allotment). The filing says Capital One received part of the proceeds through repayment of the bank revolver. The Prudential repayment condition from the Oct 17-18 amendments is a likely use of proceeds (inference; the visible text does not show it). This adds new shares and new debt, following the May 2009 offering. The share loan to the Jefferies affiliate now stands at 3,140,000 shares.

debt financing

GMX signed a Fifth Amendment with its bank lenders (effective Oct 17, 2009) allowing the Kinder Morgan gathering deal and a new offering of unsecured convertible notes due 2015, removing the minimum net worth covenant that had needed repeated waivers, and waiving a debt-to-EBITDA default for Aug 31 and Sept 30, 2009. The borrowing base falls from $175 million to $140 million when the gathering deal closes. A separate Prudential amendment lets the new notes be sold only if the proceeds fully repay Prudential's notes.

material agreement

On October 16, 2009 GMX agreed to sell a 40% stake in a new gas gathering company, Endeavor Gathering LLC, to Kinder Morgan Endeavor LLC for $36 million, keeping 60%. This follows the May 2009 statement that it was exploring a partner for its Endeavor Pipeline group. Kinder Morgan gets 80% of cash distributions until it recovers its investment, then 40%. GMX also committed to activate a second drilling rig and keep at least two rigs drilling in Harrison and Panola Counties for three years. Closing, expected in early November 2009, needs secured lender consents and lien releases.

material agreement

On May 13, 2009 GMX agreed to sell 5,000,000 new shares at $12.00 each, with net proceeds of about $56.8 million, and underwriters have an option for up to 750,000 more. Banks that lend under its revolving credit facility, or their affiliates, are underwriters and will receive a substantial portion of the proceeds through repayment of borrowings. The price compares with $70.50 in the July 2008 offering, so existing holders are diluted at a much lower price. The filing also updates the Jefferies share loans: 2,140,000 shares sold in February 2008, plus 600,000, 500,000 and 200,000 at-the-market shares loaned in February, March and June 2008.

material agreement

On May 6, 2009 Prudential again amended the note agreement and waived a technical default at March 31, 2009 that came from another oil and gas write-down, with no amendment fee. It also amended the agreement so any fair-value election on debt is ignored in the covenant tests. The attached press release reports a Q1 2009 net loss of $124.4 million (versus net income of $6.2 million a year earlier) and says a new bank borrowing base decision is expected later in May and that the company is exploring a partner for its Endeavor Pipeline group. This repeats the December 2008 covenant problem.

material agreement

GMX amended its bank loan agreement so the non-cash effects of oil and gas write-downs are left out of the minimum net worth test. Prudential made similar changes and waived a technical default at December 31, 2008 caused by the write-down. The same filing reports a 2008 net loss of $81.7 million, versus 2007 net income of $16.9 million, including a $151.6 million impairment charge on oil and gas properties. Production rose 48% to 12.9 Bcfe, and the company began Haynesville/Bossier horizontal drilling in August 2008 and moved away from Cotton Valley Sand drilling in December 2008.

material agreement

On July 17, 2008 GMX agreed to sell 2,000,000 new common shares at $70.50 each through underwriters led by Jefferies, with net proceeds of about $133.7 million. A portion will repay borrowings under the revolving bank facility. The filing also gives the February 2008 share-lending update: 2,140,000 shares were loaned and sold at the fixed-price offering, plus 1,300,000 more sold in at-the-market offerings, out of up to 3,846,150 lendable. This adds to the share count.

material agreement

On June 12, 2008 GMX signed a Third Amended and Restated Loan Agreement with Capital One and Union Bank of California, raising the maximum it can borrow from $125 million to $250 million and the borrowing base from $90 million to $140 million. BNP Paribas, Fortis Capital Corp and Compass Bank were added as lenders, and the LIBOR margin rose by 0.25 percentage points in both tiers. Prudential, holder of the $30 million Series A notes, also agreed to raise the bank debt the company can incur from $125 million to $185 million.

material agreement

On February 11, 2008, GMX agreed to sell convertible notes, and on February 15 issued $125 million of 5.00% Convertible Senior Notes due February 1, 2013 after the buyers took up the over-allotment. The notes convert at about $32.50 per share (30.7692 shares per $1,000), are unsecured and rank behind the secured bank and Prudential debt, and GMX cannot redeem them early. Alongside, GMX lent 2,740,000 shares so far (2,140,000 sold publicly at $25.00) to a Jefferies affiliate to help note buyers hedge, with up to 3,846,150 shares lendable in total. GMX receives no proceeds from those share sales, only a $0.001 per share loan fee. The filing text is cut off, so use of the note proceeds is not shown.

capital raising announcement

On January 31, 2008, GMX signed a 10-year gas gathering and processing agreement with PVR East Texas Gas Processing covering all gas from wells jointly owned with PVOG, about 53% of current production. It expects this to raise its average gas price by about $1.25/MMBtu, with processing starting around March 1, 2008 and a $0.30/MMBtu fee rising $0.01 a year. The board also raised the rights plan trigger from 20% to 29% of common stock, which lets investors hold bigger stakes while keeping takeover protection.

security holder rights change

On October 31, 2007, GMX signed a Second Amended and Restated Loan Agreement with Capital One and Union Bank, extending maturity to July 15, 2011 from July 8, 2008. The maximum it may borrow rises from $100 million to $125 million, the borrowing base from $62 million to $90 million, and the hedging cap from 75% to 80% of proved developed producing production.

material agreement

On July 31, 2007, GMX signed a Note Purchase Agreement with Prudential for up to $100 million of senior subordinated secured notes, and sold an initial $30 million of 7.58% Series A notes due July 31, 2012. The proceeds are for general corporate purposes, including East Texas Cotton Valley drilling. The notes carry a second lien on all assets and covenants including a requirement that Kenworthy Jr. and Sr. remain CEO and CFO, or Prudential can require repurchase. GMX also amended its bank loan to allow the notes, and released Q2 2007 results (no figures given in the filing).

material agreement

On February 1, 2007, GMX agreed with placement agent A.G. Edwards & Sons to sell up to 2,000,000 new common shares at $34.82 each to investors, under its Form S-3, expected to close February 7, 2007. The agent gets a 4.0% fee on gross proceeds. This is a new share issue that dilutes existing holders, at a price well above the $13.50 paid in July 2005. The filing does not state how the money will be used.

material agreement

Nasdaq certified GMX RESOURCES INC's securities for listing, clearing them to begin trading.

listing compliance notice

On June 7, 2006, GMX signed an Amended and Restated Loan Agreement with Capital One (as agent) and Union Bank of California, raising the borrowing base to $35 million with maximum availability of $100 million. The base falls by $1.5 million each quarter from June 30, 2006. Covenants are largely unchanged, but GMX may now issue up to $45 million of preferred stock or subordinated debt. This replaces the earlier Hibernia facility as the bank facility in the record (inference: the lenders are different).

debt financing

On January 16, 2006, GMX and Penn Virginia Oil & Gas amended their East Texas participation agreement (Amendment No. 6) so PVOG can use four rigs instead of two, with one shared with GMX for its 100%-owned Area III. The same filing says the bank raised the borrowing base on the Hibernia facility from $17 million to $24 million, dropping $1.5 million each quarter from March 31, 2006. GMX also issued a press release on 2005 year-end reserves and production; the filing gives no figures.

material agreement

On December 8, 2005, GMX set up a new subsidiary, Diamond Blue Drilling Co., and bought McLachlan Drilling Rig No. 5, which it had had under contract since April 2005. It gave McLachlan a $5.1 million note at 7% secured by the rig, ending the one-year drilling contract. GMX plans to use the rig on its 100%-owned East Texas acreage and expects owning a rig to lower drilling and completion costs. Hibernia agreed an interim amendment to the credit facility allowing the subsidiary, the purchase and up to $12 million of investment in it.

asset acquisition disposition

On July 29, 2005, GMX signed a three-year secured revolving credit facility with Hibernia National Bank, with an initial borrowing base of $17 million, maturing July 29, 2008. It is secured by its oil and gas properties and by Endeavor Pipeline, Inc. stock and gathering system. The filing says GMX paid off its existing credit facility with the July private placement proceeds. The new loan will not be funded until needed, and it bars dividends and stock buybacks and limits a change in control.

debt financing

On July 14, 2005, GMX agreed to sell 1,600,000 new common shares at $13.50 each to institutional investors in a private placement, raising $21,600,000 before expenses. The money is intended for drilling and development of its East Texas properties, and GMX agreed to register the shares for resale. Existing shareholders are diluted by the new shares.

capital raising announcement

Shareholders approved a rights plan (poison pill) on May 17, 2005, with UMB Bank as rights agent. Each common share gets a right that becomes exercisable if a person or group acquires 20% or more of the stock, letting other holders buy shares at half price. The rights expire June 1, 2015. CEO Ken Kenworthy, Jr. and his wife (about 20% owners) are not treated as an acquirer unless they exceed 30%. The filing says the plan has anti-takeover effects and the board can redeem the rights for $0.01 each.

security holder rights change

GMX confirmed an amendment to its East Texas participation agreement with Penn Virginia Oil & Gas Corporation (PVOG), effective retroactively from May 11, 2004. It allows two-rig drilling, lets PVOG start Phase II early and move up to two carried-interest wells into Phase I, widens the Phase I area of mutual interest, extends the area of mutual interest provisions from two to four years, and lengthens the gas gathering agreement to the life of the wells with a lower fee. PVOG projected 16 to 18 wells in 2004.

material agreement

GMX sold its Kansas oil and gas properties in two deals in September 2002: to Vess Oil Corporation for $1,887,000 (Sept 16) and to Hartman Oil Co., Inc. for $1,731,000 (Sept 26), totalling $3,618,000 net of adjustments and commissions. The properties were about 12% of proved reserves (about 35% of oil reserves, 4% of gas reserves), and the proceeds were used to reduce bank debt.

asset acquisition disposition

GMX RESOURCES INC deregistered its securities, ending its obligation to file reports with the SEC.

listing compliance notice

GMX RESOURCES INC deregistered its securities, ending its obligation to file reports with the SEC.

listing compliance notice