Each one in plain English, with the numbers worked through for a shareholder.
16 Mar 2011business combination● NeutralMajor
Magnum Hunter filed a preliminary proxy asking common stockholders to approve issuing about 42.8 million shares to buy Alberta-based NuLoch Resources under a January 19, 2011 arrangement agreement. The meeting, planned for around April 29, 2011, also covers raising authorized common stock to 250 million and preferred to 15 million, and raising the incentive plan to 20 million shares. Ownership percentages were left blank.
As a condition of the pending NGAS Resources acquisition, Magnum Hunter and NGAS agreed with gas-gathering counterparty Seminole Energy Services to amend NGAS's Appalachian gas gathering and sales agreements - lowering NGAS's gathering fees once the acquisition closes, removing a hurdle to completing the deal.
Pro forma accounts showing what Magnum Hunter would look like with the PostRock assets, NGAS Resources and NuLoch Resources all folded in - the first consolidated picture of three acquisitions the company was pursuing at the same time.
Magnum Hunter said it would combine its 2011 annual shareholder meeting with the special meeting needed to approve the stock issuance for the pending NuLoch acquisition, targeting late April 2011 - a scheduling notice, not new substance.
Magnum Hunter agreed to acquire NuLoch Resources, an Alberta oil producer, in a share-exchange deal (0.3304 exchange ratio, valuing NuLoch at CAD$2.50/share) - a third major acquisition alongside the pending Triad and NGAS deals, this one Magnum Hunter's first push into Canada.
The second phase of Triad Hunter's West Virginia gas-property purchase from Quest Eastern/PostRock closed: the Lewis County assets for $11.7 million, again about half cash and half stock.
Magnum Hunter gave an operational update on its Eagle Ford Shale drilling and announced its Series C preferred stock program was fully subscribed at its $100 million authorized limit (4 million shares) - the preferred-stock funding tool launched in early 2010 had now been maxed out.
The first phase of Triad Hunter's purchase of Quest Eastern/PostRock's West Virginia gas properties closed: the Wetzel County assets for $28 million, half cash and half stock, effective November 2010.
Magnum Hunter agreed to acquire all of NGAS Resources, an Appalachian gas producer, in an all-stock deal (0.0846 Magnum Hunter shares per NGAS share, valuing NGAS at $0.55/share) via a Canadian court-approved plan of arrangement - Magnum Hunter's second major stock-funded acquisition after Triad, expanding it further in Appalachia.
30 Dec 2010capital raising announcement▲ GoodMajor
Magnum Hunter's Triad Hunter subsidiary agreed to buy more Appalachian oil and gas properties, this time in Wetzel and Lewis Counties, West Virginia, from Quest Eastern Resource and PostRock MidContinent Production for about $39.75 million - half cash, half roughly 3.2 million new restricted shares (about 4% dilution) - continuing the regional build-out started with the 2010 Triad Energy acquisition.
Magnum Hunter won approval to move its common stock's listing from the NYSE Amex up to the New York Stock Exchange, a sign of the company's growth since the Triad acquisition; trading on the NYSE was set to begin in early January 2011.
Magnum Hunter's lenders added a $6.5 million Tranche B term loan tied to the Eureka Hunter Pipeline within its BMO credit facility, at 5.5% interest and due within a year - re-leveraging the pipeline asset that had been carved out of the facility's collateral just months earlier.
15 Nov 2010material agreement termination● Neutral
Magnum Hunter replaced its common-stock at-the-market sales agreement with McNicoll, Lewis & Vlack with a new one under a fresh shelf registration, terminating the prior June 2010 version - a routine refresh of its equity-funding tool, not new capital.
4 Nov 2010asset acquisition disposition▲ GoodMajor
Magnum Hunter sold its 10% non-operated working interest in the Cinco Terry prospect in Crockett County, Texas to Approach Oil & Gas for $21.5 million cash, trimming a minority position to focus capital elsewhere.
Magnum Hunter's bank lenders waived credit-agreement restrictions to let the company buy back up to $1 million of its own common stock, intended to fund a new employee 401(k) stock ownership plan.
Magnum Hunter opened a second at-the-market program, this one to sell up to 125,000 more shares of its Series C preferred stock through McNicoll, Lewis & Vlack, alongside the existing Wm. Smith & Co. preferred ATM.
Magnum Hunter set up a second at-the-market program, this one to sell up to 10 million common shares through McNicoll, Lewis & Vlack - an ongoing equity-funding tool alongside its preferred-stock ATM and bank line.
Magnum Hunter's lenders raised its BMO credit facility borrowing base again, to $75 million, and released its Eureka Hunter Pipeline subsidiary from the loan's security package - freeing that pipeline asset to be financed or developed separately.
Magnum Hunter amended and restated its Bank of Montreal credit agreement with an initial borrowing base of $70 million, split into a $60 million tranche and a $10 million tranche that shrinks and ends within a year. The first advance financed the Triad acquisition, and the facility matures November 23, 2012.
16 Feb 2010asset acquisition disposition▲ GoodMajor
Magnum Hunter closed its purchase of Triad Energy's Appalachian assets - about 2,000 wells and 88,000 net acres in Kentucky, Ohio and West Virginia plus a gas pipeline and drilling rigs - for roughly $81 million, paid via bank debt, $15 million of preferred stock and $8 million cash. Triad had been in bankruptcy.
Magnum Hunter again amended its BMO credit facility to permit more preferred stock issuance, and disclosed that a bankruptcy court confirmed Triad Energy's reorganization plan - clearing the last hurdle before Magnum Hunter could close its purchase of Triad's assets.
Magnum Hunter set up an at-the-market program to sell up to $9.6 million of its 10.25% Series C preferred stock through Wm. Smith & Co., a modest financing tool alongside its bank line.
Magnum Hunter amended the new BMO credit facility to allow issuing Series B and C preferred stock and paying dividends on them, clearing the way to fund the pending Triad Energy acquisition partly in preferred shares.
Magnum Hunter signed a $150 million three-year secured revolving credit facility with Bank of Montreal, starting with a $25 million borrowing base, replacing its prior CIT Capital loan.
Magnum Hunter agreed with Canaccord Adams to sell up to 3,903,720 units and then up to 2,500,000 more units at $1.73 each. Each unit is one common share plus one-fifth of a warrant exercisable at $2.50 from May 17, 2010 to November 16, 2012. Expected net proceeds are about $6.2 million and $4.0 million, with closing expected around November 16, 2009. The filing says the money is for general working capital; the attached press release also lists repaying revolver borrowings and pursuing acquisitions, and says the raise meets the minimum equity commitment under the Triad Energy acquisition agreement announced October 29, 2009. For shareholders this means new shares and warrants, so existing holders are diluted.