Past year: ▲ 156%(15.13 – 38.76 USD)
Each one in plain English, with the numbers worked through for a shareholder.
31 July 2007material agreement● Neutral
On July 25, 2007 Petrohawk signed a Third Amendment to its revolving credit agreement, allowing it to redeem or repurchase up to a combined $375 million of its 9 1/8% notes due 2013 and 7 1/8% notes due 2012, subject to conditions. This only gives permission; the filing does not say any notes will be bought back.
12 Mar 2007listing compliance notice▼ BadMajor
PETROHAWK ENERGY CORP's securities were notified for removal from listing and registration on its exchange.
9 Mar 2007listing compliance notice▲ GoodMajor
the New York Stock Exchange certified PETROHAWK ENERGY CORP's securities for listing, clearing them to begin trading.
28 Feb 2007listing compliance notice▲ GoodMajor
Petrohawk reported 2006 results: record revenue of $201.9 million for Q4 and $587.8 million for the year, and 2006 net income of $116.6 million ($0.92 per diluted share). Proved reserves rose from 437 Bcfe to 1.076 Tcfe. The company credits the KCS merger and drilling in North Louisiana (Elm Grove, Terryville). It also applied to move its listing from NASDAQ (HAWK) to the NYSE under the symbol HK, with trading expected to start March 13, 2007.
8 Feb 2007drilling progress report▲ GoodMajor
Petrohawk reported that its Q4 2006 net production rate was 318 Mmcfe/d, up 175% from Q4 2005 net of divested properties that were producing about 30 Mmcfe/d. It cited divestments, voluntary price-related shut-ins in early October and completion delays as affecting the quarter, and said divestments brought in about $135 million. It set a 2007 capital budget of about $575 million, with about 65% of 2007 production hedged at average floors of $7.22/Mmbtu gas and $63.05/Bbl oil. The company's address is now 1000 Louisiana, Suite 5600.
15 Sept 2006listing compliance notice▼ Bad
PETROHAWK ENERGY CORP withdrew a registration statement, abandoning the offering it covered.
1 Sept 2006business combination● Neutral
Petrohawk filed updated unaudited pro forma financials (as of June 30, 2006) and KCS's June 30, 2006 financials for the KCS merger that closed July 12, 2006. The pro forma figures show combined total assets of about $4.15 billion and long-term debt of about $1.38 billion, and pro forma six-month net income of about $100.4 million. They are illustrative only, and the purchase price allocation is preliminary. This follows up the July 17 8-K and adds no new transaction.
17 Aug 2006material agreement● Neutral
Effective August 11, 2006 the board raised pay for non-employee directors. Annual restricted stock grants go from 5,000 to 10,000 shares (15,000 for the Vice Chairman), new-director grants from 7,500 to 10,000 shares, and the annual cash retainer from $20,000 to $50,000 from September 30, 2006, plus committee fees (audit chair $15,000, compensation chair $7,500, reserves chair $5,000). Directors may take cash pay in stock.
28 July 2006debt financing● NeutralMajor
On July 27, 2006 Petrohawk sold an extra $125 million of its 9 1/8% senior notes due 2013 at 101.125% of face value, for gross proceeds of about $140.6 million, and used the net proceeds to repay its senior credit agreement debt. A July 24 amendment to the revolver allowed the issue. This raises the 2013 notes to $775 million in total and shifts some borrowing from the bank facility to fixed-rate notes.
17 July 2006asset acquisition disposition● NeutralMajor
The KCS merger closed on July 12, 2006, with Petrohawk as the surviving company and successor to KCS's 7 1/8% notes due 2012. The same day, Petrohawk issued the 9 1/8% notes due 2013, signed a Second Amended and Restated Senior Revolving Credit Agreement, and accepted $124.236 million of the 9 7/8% 2011 notes (the Mission notes) in its tender offer, then stripped most protective covenants from the remaining notes. Shareholders approved the larger incentive plans (employee 7.05M shares, director 600,000), and Petrohawk signed two-year employment agreements with Wilson ($500,000 salary) and other executives, and a one-year agreement with William Hahne as COO. This resolves the KCS merger and the Mission notes repurchase thread; the cash and share terms were set earlier, and the visible text does not show the credit agreement's size.
29 June 2006material agreement● NeutralMajor
On June 23, 2006 Petrohawk agreed to sell $650 million of 9 1/8% senior notes due 2013 to a group of banks led by Credit Suisse in a private placement, at 97.617% of face value. The notes are to be issued under an indenture dated July 12, 2006, with a promise to register them for resale. The filing does not state what the money is for (inference: the KCS merger cash and debt, which is not stated here). This adds significant new debt.
31 May 2006business combination● Neutral
Amendment No. 1 to the KCS merger registration statement sets the dates: both Petrohawk and KCS shareholders vote on July 12, 2006 at Hotel Derek in Houston, with a May 30, 2006 record date and mailing from about June 5. Deal terms are unchanged ($9.00 plus 1.65 shares per KCS share; about 83.7 million shares and $450 million). This moves the KCS merger thread toward its vote.
18 May 2006business combination● Neutral
On May 16, 2006 Petrohawk, KCS and Hawk Nest Corporation restated the merger agreement so KCS merges directly into Petrohawk, instead of a two-step merger through Hawk Nest. The restated agreement is effective as of April 20, 2006; the filing states no change to the price or other terms.
18 May 2006business combination● NeutralMajor
Petrohawk filed the registration statement (Form S-4) for the KCS Energy merger, registering up to 88 million shares for KCS holders. Each KCS share converts into $9.00 cash plus 1.65 Petrohawk shares, about 83.7 million shares and $450 million in total. Completion needs both companies' shareholder votes plus approval to raise authorized shares; the Petrohawk annual meeting also proposes lifting authorized common from 125 million to 300 million, the employee plan from 4.25M to 7.05M shares and the director plan from 400,000 to 600,000. This continues the KCS merger thread; meeting dates are still blank in this version.
21 Apr 2006material agreement● NeutralMajor
On April 20-21, 2006 Petrohawk agreed to acquire KCS Energy, Inc. for $9.00 cash plus 1.65 Petrohawk shares per KCS share, about 84 million Petrohawk shares and $450 million in total. Floyd Wilson stays Chairman, President and CEO, and the nine-person board would have five Petrohawk and four KCS nominees. The combined company would have about 1 Tcfe of proved reserves (about 68% developed, 82% gas). It needs approval from both companies' shareholders, regulatory approvals and an effective registration statement; KCS owes a $45 million termination fee in specified cases, and insiders holding about 4% of Petrohawk and 3% of KCS have signed voting agreements. This is a much larger deal than Mission and will heavily dilute existing shareholders.
9 Feb 2006material agreement● NeutralMajor
On February 3, 2006 Petrohawk and its subsidiary Petrohawk Properties, LP agreed to sell certain Gulf of Mexico federal-waters oil and gas interests to Northstar GOM, LLC for $52.5 million cash, effective January 1, 2006, with closing expected in March 2006. The filing does not identify which fields are sold, so it is unclear whether this includes the Breton Sound or West Broussard interests on the books.
2 Feb 2006asset acquisition disposition● NeutralMajor
On January 27, 2006 Petrohawk closed the Winwell stock purchase ($208.0 million cash) and the asset purchase ($86.2 million cash), both announced in December (the Winwell price rose from $175M, per adjustments). The properties are in the Elm Grove and Caspiana fields in North Louisiana, with about 106 Bcfe of the company's internally estimated proved reserves and about 16 MMcfe per day of production. To support it, the revolver's borrowing base rose to $400 million (maximum $600 million) and the second-lien term loan commitment to $300 million, with an extra $75 million incremental commitment. The 13 million shares at $14.50 were sold on February 1, 2006 for about $180.8 million net of placement fees, with registration rights requiring a resale registration within 75 days. This completes the December acquisitions and the January share sale.
31 Jan 2006material agreement● NeutralMajor
On January 25, 2006 Petrohawk agreed to privately sell 13,000,000 new shares at $14.50 each (about $188.5 million gross), with placement agents paid $0.5945 per share. It also agreed to buy back 3,322,441 shares from EnCap and affiliates at the net per-share proceeds of that offering. The filing does not state what the proceeds are for; the Winwell and asset purchases from December are an inference. Net, shares outstanding rise by about 9.7 million, and EnCap's stake is reduced.
20 Dec 2005material agreement● NeutralMajor
On December 14, 2005 Petrohawk agreed to buy all the shares of Winwell Resources, Inc. for $175 million cash, and separately to buy assets from Redley Company, Burris Run Company and Red Clay Minerals for $86.67 million cash, both subject to adjustments. Both are expected to close in January 2006. This is a new round of acquisitions after the Mission deal; the filing does not say how they will be funded.
3 Aug 2005asset acquisition disposition● NeutralMajor
The Mission Resources merger closed effective July 28, 2005: Petrohawk issued about 19.565 million shares and paid about $137.7 million in cash to Mission's former holders (slightly more than the ~19.234M shares and ~$135.4M cash in the earlier terms). To go with it, the revolver was restated with a $280 million borrowing base (maturing July 28, 2009) and the second-lien term loan was raised from $50M to $75M, with an option for $75M more within 45 days. Petrohawk assumed Mission's 9 7/8% senior notes due 2011 and must offer to repurchase them at 101% because of the merger. Two Mission directors joined the board, making nine, and shareholders approved larger incentive plans (employee plan 2.75M to 4.25M shares; director plan 200,000 to 400,000). This resolves the Mission merger thread and adds debt and share dilution.
5 July 2005material agreement termination● NeutralMajor
On June 30, 2005 Petrohawk and PHAWK, LLC (the EnCap-linked holder) agreed to convert PHAWK's $35 million 8% convertible note, originally dated May 25, 2004, into 8,750,000 common shares, about a year before the earliest conversion date of May 25, 2006. Petrohawk paid PHAWK a premium of $2,410,621.73 (the interest to May 25, 2006, discounted at 10%). The note was converted that day, so the debt is gone and shareholders are diluted by 8.75 million new shares. One disinterested director (Robert C. Stone Jr.) approved it because six of seven directors have interests in PHAWK.
22 June 2005business combination● Neutral
Petrohawk filed Amendment No. 2 to its Mission merger registration statement. The visible cover and notice text matches Amendment No. 1: same consideration (about 19.234 million shares and $135.4 million cash), same amended-agreement structure, same proposals and June 13, 2005 record date. Meeting dates are still blank and the statement is not yet declared effective; any other changes are in the truncated text and not visible here.
9 June 2005business combination● Neutral
Petrohawk filed Amendment No. 1 to its Mission merger registration statement. The merger agreement has now been amended, and the structure changed: Merger Sub merges into Mission, which survives and then immediately merges into Petrohawk (previously Mission merged into Merger Sub). Share and cash amounts are unchanged (about 19.234 million shares and $135.4 million cash), the Petrohawk annual meeting moved to the Four Seasons Hotel, and the record date is set at June 13, 2005. The merger still awaits effectiveness and shareholder votes.
12 May 2005business combination● Neutral
Petrohawk filed Mission Resources' audited financial statements for 2004 (and pro forma information, per the filing's description) in connection with the pending merger. Mission's 2004 results shown: oil and gas revenues of $128.7 million, net income of $2.9 million, and long-term debt of $170 million (a $25 million term loan, $15 million revolver and $130 million of 9 7/8% senior notes due 2011). This is supporting disclosure on the pending merger and announces no new terms.
28 Apr 2005business combination● NeutralMajor
Petrohawk filed its registration statement (Form S-4) for the Mission Resources merger signed April 3, 2005. It covers up to 21,935,083 new Petrohawk shares and says Petrohawk will issue about 19.234 million shares and pay about $135.4 million cash, with possible upward adjustment of up to about 1.8 million shares and $12.7 million cash if more Mission shares are issued. Petrohawk shareholders will vote on the share issuance, raising authorized common stock from 75 million to 125 million shares, and raising the employee incentive plan from 2.75 million to 4.25 million shares and the director plan from 200,000 to 400,000 shares, plus electing two directors and ratifying Deloitte. Meeting dates are blank and the document is not yet effective, so this advances the open merger approval thread without completing it.
18 Apr 2005production update● Neutral
Petrohawk filed a press release giving an operational update on its first-quarter 2005 drilling results. The filing text itself contains no drilling figures; the details are only in the attached press release, which is not included here.
4 Apr 2005material agreement● NeutralMajor
On April 3-4, 2005 Petrohawk agreed to acquire Mission Resources Corporation for about $135 million cash and about 19.2 million Petrohawk shares (roughly 60% stock, 40% cash), with the per-share price adjusting to Petrohawk's stock price. At the April 1 close of $11.53 this implied $8.60 or 0.7458 Petrohawk shares per Mission share. It needs approval by both companies' shareholders, regulatory approvals and an effective registration statement; Mission owes a $12.5 million termination fee in specified cases, and holders of about 32% of Mission have agreed to vote in favor. Petrohawk shareholders face further dilution from the new shares issued.
3 Mar 2005asset acquisition disposition▲ GoodMajor
On February 25, 2005 Petrohawk completed its roughly $53 million cash purchase of Proton Oil & Gas, funded from its existing credit facility, which added about 28 Bcfe of proved reserves. The same day it completed the roughly $80 million cash sale of Wynn-Crosby royalty properties to Brown Drake Royalties, covering about 26 Bcfe and about 5 MMcfe/day.
22 Feb 2005material agreement● Neutral
The $80 million royalty sale to Noble Royalties was amended on February 15, 2005, moving the closing date from February 15 to March 17, 2005 (the buyer can close earlier on two days' notice). The buyer waived certain closing conditions and the total deposit reached $60,000,000; the text says the additional deposit was $55,000,000, which is inconsistent with a $60 million total and the original deposit isn't stated. If the deal fails for reasons other than Petrohawk's material breach, Petrohawk keeps $20 million as liquidated damages.
10 Feb 2005material agreement● NeutralMajor
On February 4, 2005 Petrohawk agreed to buy all the stock of Proton Oil & Gas Corporation for $53 million cash, to be funded from its existing credit facility. Proton's subsidiary owns interests in South Texas and South Louisiana with about 28 Bcfe of estimated proved reserves; closing was expected by February 25, 2005.
