Past year: ▲ 0%(1.00c – 1.00c USD)
Each one in plain English, with the numbers worked through for a shareholder.
27 May 2016material agreement▼ BadMajor
Had its borrowing base cut again, to $1.325 billion from $1.8 billion, and agreed to a new default trigger: falling below $50 million of liquidity after making bond interest payments would itself become an event of default - a sign lenders were bracing for a cash crunch.
20 May 2016asset acquisition disposition● NeutralMajor
The Oklahoma SCOOP/STACK sale agreed on March 29, 2016 closed on May 19, 2016 at an adjusted price of $272.5 million (down from the $280.0 million announced), paid by entities managed by Titanium Exploration Partners; the press release says proceeds were immediately used to pay down the reserve-based credit facility. The filing also adds pro forma financials covering this sale and the completed LRR Energy (Oct 5, 2015) and Eagle Rock (Oct 8, 2015) mergers, and an updated 2016 outlook; the price is still subject to final adjustments.
30 Mar 2016material agreement▼ BadMajor
Agreed to sell its SCOOP/STACK gas assets in Oklahoma for $280 million - its first major divestment after a decade of buying, now shedding properties to raise cash and cut debt.
17 Feb 2016debt financing▼ BadMajor
Exchanged $168.2 million of its 7.875% senior notes for just $75.6 million of new second-lien notes - retiring debt at a steep discount to face value, a signal the market already doubted the old bonds would be paid in full.
12 Nov 2015material agreement● Neutral
Had its borrowing base reaffirmed at $1.8 billion and gained room to issue up to $300 million of junior-lien debt, a small reprieve after June's cut.
8 Oct 2015asset acquisition disposition● NeutralMajor
Completed the Eagle Rock merger on October 5, 2015, the same day as the LRR Energy merger, issuing about 28.75 million new Vanguard units at 0.185 per Eagle Rock unit. The closing was announced on October 8.
5 Oct 2015asset acquisition disposition● NeutralMajor
Completed the LRR Energy merger, issuing new units at the 0.550 exchange ratio and folding Lime Rock's oil and gas assets into the company.
4 Sept 2015material agreement● Neutral
Filed a routine auditor consent letter from PricewaterhouseCoopers as part of its securities registration paperwork for the pending mergers.
3 Sept 2015material agreement● Neutral
Rescheduled the annual meeting a second time, to October 5, 2015, again to meet proxy-mailing deadlines ahead of the Eagle Rock merger vote.
31 Aug 2015business combination● Neutral
Amendment No. 5 to the LRR Energy merger registration statement, dated August 31, 2015, which re-files the preliminary proxy statement/prospectus. Terms are unchanged (0.550 Vanguard unit per LRR unit, $8.93 value at April 20, 2015, plus 12,320 units to LRE GP members). LRR holders would own about 11.8% of Vanguard if the Eagle Rock deal also closes, and the no-Eagle-Rock figure is now stated as 15.1% (15.2% before). The voting-support holders' stake of about 30.5% is now dated August 27, 2015. The meeting date appears blank in this version of the text, so I can't confirm the September 10 date from this filing. The merger remains pending and preliminary.
31 Aug 2015business combination● Neutral
Amendment No. 5 to the Eagle Rock merger registration statement, dated August 31, 2015, which re-files the preliminary joint proxy statement/prospectus. Terms are unchanged (0.185 Vanguard unit per Eagle Rock unit, a 24.5% premium to Eagle Rock's May 21 close), and Eagle Rock holders would still own about 22.0% of Vanguard if the LRR deal also closes, or 24.9% if not. The meeting dates appear blank in this version of the text, unlike the September 17 date set in earlier amendments, so I can't confirm the date from this filing. The risk factors section is again shown as starting on page 48. The merger remains pending and preliminary.
20 Aug 2015business combination● Neutral
Amendment No. 4 to the LRR Energy merger registration statement, dated August 20, 2015, filed only to add Exhibits 8.1 and 8.2. The filing says no changes were made to the proxy statement/prospectus, so the deal terms (0.550 Vanguard unit per LRR unit) are unchanged and the merger remains pending.
20 Aug 2015business combination● Neutral
Amendment No. 4 to the Eagle Rock merger registration statement, dated August 20, 2015, filed only to add Exhibits 8.1 and 8.2. The filing says no changes were made to the joint proxy statement/prospectus, so the deal terms (0.185 Vanguard unit per Eagle Rock unit) and the September 17 meetings are unchanged and the merger remains pending.
7 Aug 2015business combination● Neutral
Amendment No. 3 to the Eagle Rock merger registration statement, dated August 6, 2015. Terms (0.185 Vanguard unit per Eagle Rock unit), the September 17, 2015 meetings and the expected Eagle Rock holder stake (about 22.0% or 24.9%) are unchanged. The visible text shows only that the risk factors section now begins on page 47 instead of 48. The deal is still pending and the filing is still preliminary.
7 Aug 2015business combination● Neutral
Amendment No. 3 to the LRR Energy merger registration statement, dated August 6, 2015. Terms, the September 10, 2015 LRR meeting date and the expected ownership split (11.8% or 15.2%) are unchanged from Amendment No. 2. The visible text shows only that the date of the voting-support holders' roughly 30.5% stake was updated to July 31, 2015. The deal is still pending and the filing is still preliminary.
24 July 2015business combination● Neutral
Amendment No. 2 to the LRR Energy merger registration statement, dated July 24, 2015. Terms are unchanged (0.550 Vanguard unit per LRR unit, $8.93 value at April 20, 2015, plus 12,320 units to the LRE GP members). It now sets the LRR special meeting for September 10, 2015 at 10:00 a.m., filling the date that was previously blank, a week before the September 17 Vanguard and Eagle Rock meetings. LRR holders' expected stake stays at about 11.8% if the Eagle Rock deal also closes, 15.2% if not. Affiliates holding about 30.5% of LRR units (as of July 20, 2015) have agreed to vote in favour. The deal is still pending.
24 July 2015business combination● Neutral
Amendment No. 2 to the Eagle Rock merger registration statement, dated July 24, 2015. Terms are unchanged (0.185 Vanguard unit per Eagle Rock unit, valued at $3.05, a 24.5% premium to Eagle Rock's $2.45 close). The September 17, 2015 meetings and the expected Eagle Rock holder stake (about 22.0% if the LRR deal also closes, 24.9% if not) are the same as in Amendment No. 1, so the deal remains pending and preliminary.
9 July 2015business combination● NeutralMajor
Amendment No. 1 to the Eagle Rock merger registration statement, dated July 8, 2015. The terms are unchanged (0.185 Vanguard unit per Eagle Rock unit). It now sets September 17, 2015 at 10:00 a.m. as the date of both Vanguard's annual meeting (which includes the vote on issuing units to Eagle Rock holders) and Eagle Rock's special meeting. Eagle Rock holders' expected stake is now about 22.0% if the LRR deal also closes (22.1% before) or 24.9% if it does not (25.0% before).
9 July 2015business combination● Neutral
Amendment No. 1 to the LRR Energy merger registration statement, dated July 8, 2015. The terms are unchanged (0.550 Vanguard unit per LRR unit, $8.93 value at April 20, 2015). LRR holders' expected ownership of Vanguard is now stated as about 11.8% if the Eagle Rock deal also closes (11.9% in the June filing), and still about 15.2% if it does not. The LRR meeting date is still blank, so the deal remains pending.
8 July 2015material agreement● Neutral
Rescheduled its postponed annual meeting to September 17, 2015, to allow time to mail proxy materials covering the pending Eagle Rock merger vote.
16 June 2015business combination● NeutralMajor
Filed the registration statement (Form S-4) to issue up to 28,745,628 new Vanguard common units to Eagle Rock Energy Partners unitholders under the May 21, 2015 merger agreement. Each Eagle Rock unit gets 0.185 Vanguard units (valued at $3.05, a 24.5% premium to Eagle Rock's $2.45 close). Eagle Rock holders would own about 22.1% of Vanguard if the LRR merger also closes, or about 25.0% if it does not. Vanguard unitholders vote on the unit issuance at the annual meeting; the date is still blank, and neither merger is conditioned on the other. This continues the Eagle Rock thread.
4 June 2015material agreement▼ BadMajor
Had its credit facility borrowing base cut from $2.0 billion to $1.6 billion and its debt-to-EBITDA covenant tightened for coming years - the first clear sign the 2014-15 oil price collapse was constraining the balance sheet it had built through years of acquisitions.
3 June 2015business combination● NeutralMajor
Filed the registration statement (Form S-4) to issue up to 15,453,258 new Vanguard common units to LRR Energy unitholders in the merger agreed April 20, 2015. Each LRR unit converts into 0.550 Vanguard units (valued at $8.93 per LRR unit on April 20, 2015, a 12.6% premium to LRR's $7.93 close). LRR holders would own about 11.9% of Vanguard if the Eagle Rock merger also closes, or about 15.2% if it does not. The LRR vote date is still blank and the filing is preliminary, so this continues the LRR deal rather than completing it.
27 May 2015business combination● Neutral
Amended its voting-support agreement with LRR Energy's unitholders to account for the newly announced Eagle Rock merger running in parallel.
26 May 2015business combination● Neutral
Postponed its 2015 annual unitholder meeting so investors could also vote on issuing new units for the Eagle Rock merger.
22 May 2015business combination● Neutral
Issued the joint press release announcing the Eagle Rock Energy Partners merger agreement alongside the same-day Form 8-K disclosing its terms.
22 May 2015business combination● NeutralMajor
One month after agreeing to buy LRR Energy, announced a second roll-up - acquiring Eagle Rock Energy Partners for common units valued at about $614 million including assumed debt, at a 0.185 exchange ratio.
22 Apr 2015business combination● Neutral
Filed the full LRR Energy merger agreement: each LRR unit converts into 0.550 Vanguard units, structured as a unit-for-unit roll-up rather than a cash deal.
21 Apr 2015business combination● NeutralMajor
Announced a deal to acquire LRR Energy (Lime Rock Resources' public MLP) for common units valued at about $539 million including assumed debt - the first of two roll-up mergers announced within a month, even as low oil prices squeezed the sector.
25 Mar 2015material agreement termination● Neutral
Formally terminated its 2013 at-the-market equity program, a housekeeping step that didn't affect the new one signed two weeks earlier.
