Each one in plain English, with the numbers worked through for a shareholder.
2 July 2015listing compliance notice▼ Bad
Three long-serving directors had resigned to make room for CT Energy's nominees, which left the audit committee with only one independent member and drew a fresh notice from the New York Stock Exchange. Harvest reconstituted the committee within a day and the breach was cured.
CT Energy Holding SRL, CTVEN Investments SRL, Oswaldo Cisneros Fajardo, Francisco D&#, Alessandro Bazzoni disclosed a new substantial HARVEST NATURAL RESOURCES, INC. shareholding (16.60% of votes).
GRUSS GLOBAL INVESTORS MASTER FUND, LTD, GRUSS CAPITAL MANAGEMENT LP, GRUSS MANAGEMENT, LLC, SEAN DANY reported a HARVEST NATURAL RESOURCES, INC. shareholding of 1,757,198 shares (4.10% of votes) in a periodic institutional filing.
22 June 2015director officer appointment● NeutralMajor
CT Energy Holding invested $32.2 million through a 15% secured note and a 9% convertible note (8.5 million shares at $0.82), plus a 34.1 million-share warrant at $1.25 and up to $12 million more in later draws. It received Series C preferred stock, three board seats and supermajority approval rights. Harvest repaid the CEO's $50,000 and a $1.3 million CT affiliate note, and agreed to repay Petroandina's $7.6 million.
Chief executive James Edmiston personally lent the company $50,000 at 11%. A public company borrowing five figures from its own chief executive is not a financing decision; it is the clearest possible statement that there was no money left.
The rights plan, due to expire in days, was extended to 2018 and its exercise price cut from $60 to $4 - a mechanical adjustment to a share price that had fallen by more than 90%, and a sign the board expected someone to come for the company cheaply.
16 Mar 2015material agreement termination▼ BadMajor
Raymond James walked away from the share-selling facility it had signed six months earlier, telling Harvest plainly that it was because of the collapse in the share price, concerns about liquidity and the litigation the company faced. Losing your own placing agent is a hard signal: the last easy source of cash was gone.
Six weeks after the Petroandina sale collapsed, the New York Stock Exchange warned that Harvest's shares had averaged under $1 for thirty trading days, starting a six-month clock to get the price back up.
GRUSS GLOBAL INVESTORS MASTER FUND, LTD, GRUSS CAPITAL MANAGEMENT LP, GRUSS MANAGEMENT, LLC, SEAN DANY reported a HARVEST NATURAL RESOURCES, INC. shareholding of 2,467,000 shares (5.81% of votes) in a periodic institutional filing.
Glenhill Advisors, LLC, Glenn J. Krevlin, Glenhill Capital Advisors, LLC, Glenhill Capital Management, LLC, Glenhill Capital Overseas Master Fund, LP reported a HARVEST NATURAL RESOURCES, INC. shareholding of 1,085,636 shares (2.60% of votes) in a periodic institutional filing.
2 Jan 2015material agreement termination▼ BadMajor
The second Venezuelan sale failed too. The $275 million closing for the remaining 51% never happened, and the agreement was terminated - leaving Harvest with a 51% stake it could not sell, a partner in Petroandina holding the other 29%, and a $7.6 million note owed to that partner. Two buyers in three years had now walked away.
With the second Petroandina closing still pending, Harvest opened another $75 million at-the-market share-selling facility, this time with Raymond James, replacing the Knight arrangement of 2012.
GRUSS GLOBAL INVESTORS MASTER FUND, LTD, GRUSS CAPITAL MANAGEMENT LP, GRUSS MANAGEMENT, LLC, SEAN DANY disclosed a new substantial HARVEST NATURAL RESOURCES, INC. shareholding (5.04% of votes).
Harvest filed the final proxy for a special meeting on 7 May 2014 to vote on selling its remaining indirect 20.4% of Petrodelta to Petroandina Resources Corporation N.V., a Pluspetrol affiliate, for $275 million. The board unanimously recommends approval, which needs a majority of all outstanding shares (abstentions count as against), with no appraisal rights. Holders also vote on an advisory executive-pay proposal tied to the sale and on adjournment. This turns the 4 February preliminary proxy into the definitive vote; per the earlier record, this second closing never happened.
The 2013 annual report and results were filed with an operational update, confirming the remaining 51% of the Venezuelan holding would go to shareholders for approval.
JET CAPITAL INVESTORS, L.P, Jet Capital Management, L.L.C, Alan S. Cooper, Matthew Mark reported no remaining HARVEST NATURAL RESOURCES, INC. shareholding in its periodic institutional filing.