Past year: ▲ 156%(15.13 – 38.76 USD)
Each one in plain English, with the numbers worked through for a shareholder.
21 Jan 2005material agreement▲ GoodMajor
Petrohawk's Wynn-Crosby subsidiaries agreed on January 14, 2005 to sell royalty interest properties (about 1,500 wells, mostly in the Permian Basin) to Noble Royalties (Brown Drake Royalties) for $80 million cash, expected to close by February 15, 2005. This follows through on the post-closing royalty sale flagged in the October 2004 announcement of the Wynn-Crosby deal.
6 Jan 2005security holder rights change▼ BadMajor
On December 31, 2004 the Series B preferred issued for the Wynn-Crosby deal converted into 25,806,450 common shares, lifting common shares outstanding from about 13.98 million to about 39.79 million. Authorized common shares were raised from 50 million to 75 million, and the 2004 Employee Incentive Plan share limit rose from 750,000 to 2,750,000. PHAWK, LLC's stake fell from about 54% to about 19% of common stock (about 40% if its warrants and convertible note are exercised and converted), so existing holders were diluted as the earlier financing plan implied.
24 Nov 2004asset acquisition disposition● NeutralMajor
Petrohawk completed the Wynn-Crosby acquisition (announced Oct 13) on November 23, 2004, paying about $422 million in cash after closing adjustments; this is slightly below the $425 million headline price. To fund it, it sold about $200 million (2,580,645 shares at $77.50, about $187.6 million net) of Series B 8% convertible preferred stock, and took on a new $400 million revolving credit facility (initial borrowing base $200 million) and a $50 million second-lien term loan. The filing gives pro forma reserves of about 233 Bcfe and about 57 MMcfe/day, and says the preferred converts into 25,806,645 common shares, so existing shareholders are diluted. This resolves the Wynn-Crosby closing and financing thread.
21 Oct 2004material agreement● Neutral
This amended filing restates the October 13 Wynn-Crosby $425 million acquisition disclosure, moving the press release to a 'furnished' (not filed) Item 7.01 exhibit. The deal terms, expected closing by November 30, 2004 and financing plan are unchanged; no new facts are added.
13 Oct 2004business combination● NeutralMajor
Petrohawk agreed to buy privately held Wynn-Crosby Energy and affiliated partnerships for $425 million in cash (subject to adjustments), with closing expected by November 30, 2004. The press release cites about 200 Bcfe of proved reserves and about 46 MMcfe/day of production, and says funding will be a mix of cash, bank debt and equity, so shareholders may face dilution (inference from the stated equity financing). Management called it a 'transforming event' and said some acquired royalty properties may be sold afterwards.
18 Aug 2004asset acquisition disposition● Neutral
Petrohawk closed a $8.5 million cash purchase of Louisiana oil and gas properties (Breton Sound and West Broussard Field, about 2.9 Bcfe of proved reserves) from PHAWK, LLC, its stockholder holding about 54% of voting power. Six of seven directors may be deemed interested, so a one-director special committee (Robert C. Stone, Jr.) negotiated it and obtained a fairness opinion from Petro Capital Advisors; drilling in Breton Sound is expected to start in Q4 2004. The filing also renames the stock option plans from Beta Oil & Gas to Petrohawk and furnishes Q2 2004 results (press release; figures not in the text provided).
27 July 2004auditor change● Neutral
This amends the July 20 auditor-change filing (Ernst & Young replaced by Deloitte & Touche) by extending the 'no disagreements / no consultation' statements through July 20, 2004 instead of March 31, 2004, and attaching an updated EY letter dated July 27. The substance of the change is unchanged.
20 July 2004auditor change● Neutral
Petrohawk (formerly Beta Oil & Gas) dismissed Ernst & Young as its auditor and hired Deloitte & Touche for the 2004 audit, citing the headquarters move from Tulsa, Oklahoma to Houston, Texas. The filing says EY's 2003 report was clean and there were no disagreements; the audit committee approved the change.
