Each one in plain English, with the numbers worked through for a shareholder.
14 Aug 2018quarterly activities report● Neutral
Magnolia, still a pre-acquisition shell, reported no revenue and a net loss of $3.4 million for the quarter ended June 30, 2018, mainly professional fees, partly offset by $2.6 million of trust interest income.
TPG Pace Energy closed its purchase of EnerVest's Karnes County, Giddings and Ironwood Eagle Ford assets on 31 July 2018 and renamed itself Magnolia Oil & Gas Corporation. It funded the deal partly with a new $1 billion Citibank-led revolver (initial borrowing base $550 million) and $400 million of 6% senior notes due 2026.
Magnolia Oil & Gas Corp Executive VP, CFO & Secretary Christopher G Stavros received 112,500 shares and a 112,500-share option grant as part of the equity award.
Shareholders approved the business combination with EnerVest's South Texas division at a special meeting, along with charter amendments, share issuances and a long-term incentive plan. Class F holders elected seven directors.
Magnolia's predecessor TPG Pace Energy launched a private offering of $400 million of senior unsecured notes due 2026, and disclosed proved reserves and expected liquidity of at least $650 million after closing the EnerVest business combination.
Integrated Assets II LLC, Integrated Assets, Ltd, Millennium International Management LP, Millennium Management LLC, Millennium Group Management LLC, Israel A. Englander disclosed a new substantial Magnolia Oil & Gas Corp shareholding (5.20% of votes).
TPG Pace Energy Holdings posted an investor presentation on July 9, 2018 about its proposed acquisition of EnerVest's Karnes County and Giddings Field assets, ahead of the stockholder vote on the deal.
TPG Pace Energy filed a proxy card for its July 17, 2018 special meeting, asking stockholders to vote on the EnerVest business combination, charter changes, a share issuance and an incentive plan. No vote results were reported.
The final version of the proxy was filed, setting the shareholder vote on the EnerVest deal for 2018-07-17 at 9:00 a.m. Eastern in New York. The deal terms match the May draft: about $308M cash for Giddings, about $2.09B for Karnes County and $25M cash for Ironwood. Public holders can redeem their shares for cash from the IPO trust account at closing. If the deal closes, the name changes to Magnolia Oil & Gas and the shares are intended to trade as MGY. This is a step toward closing, not the vote result.
TPG Pace Energy Holdings (soon to be renamed Magnolia) announced a special stockholder meeting on July 17, 2018 to vote on its business combination with EnerVest's South Texas assets. It expected the deal to close on July 31, 2018.
Encompass Capital Advisors LLC, Encompass Capital Partners LLC, Todd J. Kantor disclosed a new substantial Magnolia Oil & Gas Corp shareholding (6.20% of votes).
TPG Pace Energy Holdings (later Magnolia) furnished an updated investor presentation dated May 30, 2018 on its proposed acquisition of EnerVest's Karnes County and Giddings Field assets.
TPG Pace Energy Holdings (later Magnolia) furnished an investor presentation dated May 16, 2018 on its proposed acquisition of EnerVest's Karnes County and Giddings Field assets.
TPG Pace Energy Holdings (later Magnolia) reported first-quarter 2018 results for the Karnes County and Giddings assets it was buying from EnerVest: revenue of $193.3 million, pro forma EBITDA of $152.2 million, free cash flow of $66.3 million, and 45.7 Mboe/d of production.
TPG Pace Energy Holdings, a shell company, reported no revenue and a net loss of about $1.5 million for the quarter ended March 31, 2018. Interest income of $2.07 million on its $655 million trust was outweighed by $4.0 million of professional fees.
TPG Pace Energy filed a draft (preliminary) proxy asking shareholders to vote on the EnerVest asset purchase agreed on 2018-03-20. Giddings would cost about $308M cash plus up to $47M of earnout to end-2021. Karnes County would cost about $2.09B, at least $610M of it cash and the rest stock, with up to 13,000,000 earnout shares over five years. Ironwood would cost $25M cash. The draft also proposes a new Class B stock, authorized Class A shares raised from 200M to 1.3B, a 35.5M-share private placement to help pay the cash, and a rename to Magnolia Oil & Gas Corporation. The meeting date is blank in this draft.
Amended its March 20, 2018 report to file the Eagle Ford, Austin Chalk and Ironwood agreements with EnerVest as exhibits and to furnish a transcript of its pre-recorded webcast on the deal. No other changes were made.
TPG Pace Energy Holdings (later Magnolia) agreed to buy Eagle Ford, Austin Chalk and Ironwood midstream interests from EnerVest funds for about $2.42 billion, at least about $950 million in cash and the rest in stock at $10.00 per share.
TPG Pace Energy Holdings Corp agreed to acquire EnerVest affiliates' Karnes County and Giddings Field assets in the Eagle Ford, taking the combined company public as Magnolia Oil & Gas -- the deal that gave the SPAC its operating business.
TPG Pace Energy Holdings (later Magnolia) amended its March 20, 2018 report to file the three EnerVest business combination agreements as exhibits and a transcript of its pre-recorded webcast on the deal.
Davidson Kempner Partners, Davidson Kempner Institutional Partners, L.P, Davidson Kempner International, Ltd, Davidson Kempner Capital Management LP, Thomas L. Kempner, Jr, Anthony A. Yoseloff reported a Magnolia Oil & Gas Corp shareholding of 3,796,600 shares (5.84% of votes) in a periodic institutional filing.