18 Dec 2019listing compliance notice▼ BadMajor
Pressburg, LLC terminated the registration of a class of securities, ending its reporting obligation for them.
Announcements, explained
Each one in plain English, with the numbers worked through for a shareholder.
6 Dec 2019listing compliance notice▼ BadMajor
Completed the merger with Citizen Energy: each share of Roan Resources common stock was cancelled and converted into $1.52 cash, and the company became a wholly owned subsidiary of Citizen -- the end of Roan's public existence.
6 Dec 2019listing compliance notice● NeutralMajor
Pressburg, LLC's exchange filed to remove a class of its securities from listing.
6 Dec 2019business combination▼ BadMajor
Converted from Roan Resources, Inc. into a Delaware LLC renamed Pressburg, LLC upon closing the Citizen Energy merger, and Citizen's parent entities took on a new $725 million credit facility to help fund the acquisition -- the final corporate identity this entity would carry, tracing back to Linn Energy's 2006 IPO.
27 Nov 2019business combination● Neutral
Filed its merger proxy statement and disclosed shareholder lawsuits challenging the Citizen Energy acquisition -- standard M&A litigation that did not derail the deal.
4 Nov 2019business combination● NeutralMajor
Roan Resources filed its final proxy statement, dated November 4, 2019, calling a special stockholder meeting for December 4, 2019 in Oklahoma City to vote on the October 1, 2019 merger with Citizen Energy Operating at $1.52 in cash per share. This firms up the blank meeting date in the October 25 preliminary proxy; the board unanimously recommends approval, and holders of about 77% of shares are bound by voting agreements, so the filing says approval is assured unless the agreement is terminated or the board changes its recommendation. Holders of record on October 28, 2019 can vote, and shares not voted count the same as votes against. Shares of holders who do not vote in favor and properly demand appraisal under Delaware law are excluded from the cash conversion.
30 Oct 2019material agreement▼ Bad
Amended its credit agreement to postpone a scheduled borrowing-base redetermination to January 2020, buying time to close the pending Citizen Energy merger.
25 Oct 2019business combination● NeutralMajor
Roan Resources filed a preliminary proxy statement for a special shareholder meeting to vote on the October 1, 2019 agreement to be acquired by Citizen Energy Operating for $1.52 in cash per share, a deal valued at up to about $236.3 million. The board unanimously recommends approval, and holders of about 77% of the shares have signed voting agreements to vote in favor, so approval is described as assured unless the agreement is terminated or the board changes its recommendation. The meeting date is blank in this preliminary version.
1 Oct 2019business combination▼ BadMajor
Agreed on October 1, 2019 to be acquired by Citizen Energy Operating for $1.52 in cash per share. The buyer has $515 million of Warburg Pincus equity and $725 million of debt financing committed, and the deal is conditioned on Roan's debt being at or below $760 million.
23 Sept 2019material agreement▼ Bad
Amended its credit agreement to permit disposing of wellbore rights and to segregate the proceeds -- continued covenant maneuvering amid ongoing financial pressure.
28 June 2019capital raising announcement▼ BadMajor
Entered a commitment letter for a $100 million term loan facility with affiliates of significant shareholders, and issued them 1,525,395 Class A shares for $1,525.40 in total. It then signed the term loan credit agreement on June 27, 2019, with the loans funded at 97.5% of principal.
20 June 2019material agreement▼ Bad
Amended its credit agreement again, this time temporarily loosening a current-ratio covenant and raising borrowing costs and mortgage-coverage requirements -- an early sign of financial strain at Roan Resources.
13 Mar 2019material agreement● Neutral
As Roan Resources, Inc., amended its credit agreement to raise the borrowing base to $750 million and make room for up to $350 million of additional debt -- routine credit management in its new corporate form.
8 Nov 2018listing compliance notice▲ GoodMajor
the exchange certified Pressburg, LLC's securities for listing, clearing them to begin trading.
24 Sept 2018asset acquisition disposition● NeutralMajor
Roan Resources, Inc. completed a reorganization in which New Linn became its wholly owned subsidiary, and Legacy Linn stockholders and Roan Holdings each received 76,269,766 shares (50% each). Roan Inc. then owned 100% of Roan LLC and signed a registration rights agreement with major holders.
10 Aug 2018asset acquisition disposition● NeutralMajor
Completed the spin-off of Riviera Resources, Inc., distributing to shareholders all pre-spin assets and liabilities except the 50% stake in Roan Resources -- executing the three-way split announced in December 2017 and leaving Linn Energy, Inc. as effectively a Roan Resources holding vehicle.
16 Jan 2018material agreement● Neutral
Agreed to sell producing wells and about 36,000 net acres in the Altamont Bluebell field in Utah for $132.0 million to a buyer the filing does not name.
20 Dec 2017material agreement● Neutral
Agreed to sell producing wells and about 179,000 net developed acres in Texas and Oklahoma for $122.0 million to a buyer the filing does not name, with a 30 March 2018 outside closing date.
14 Dec 2017business combination▲ GoodMajor
Now Linn Energy, Inc. (OTCQB: LNGG), the company announced on December 14, 2017 that it intends to launch a tender offer to buy at least $250 million of its own stock at a premium before year-end, funded partly by the $485 million sale of its Williston and Washakie properties. It also plans to split into three standalone companies by mid-2018: a holding company for its 50% stake in Roan Resources, a midstream business (Blue Mountain) under strategic review, and a company for remaining assets, and it is in talks with Citizen Energy to consolidate 100% of Roan into LNGG. This is in addition to a $400 million buyback program under which about 5.6 million shares were repurchased for about $194 million by November 30, 2017.
14 Dec 2017production update▲ GoodMajor
Linn Energy said it intended to tender for at least $250 million of its own stock before year-end 2017 and to split into three standalone companies by mid-2018. It also reported Roan had 6 rigs running and expected output above 40,000 BOE/d within 30 days.
5 Oct 2017material agreement▲ GoodMajor
Agreed to sell producing wells and acreage in the Washakie Field, Wyoming for $200 million, continuing the post-bankruptcy divestiture program.
7 Sept 2017asset acquisition disposition● NeutralMajor
Closed the Roan Resources joint-venture contribution with Citizen Energy, each partner holding a 50% stake in the new Anadarko Basin-focused company governed by an eight-member board split evenly between them.
9 Aug 2017debt financing▲ Good
Entered a new $500 million senior secured revolving credit facility with Royal Bank of Canada, replacing the post-emergence Wells Fargo facility -- Linn's first post-bankruptcy credit line rebuild.
5 July 2017material agreement● NeutralMajor
Formed Roan Resources LLC, a 50/50 joint venture with Citizen Energy, contributing about 70,000 net Anadarko Basin acres in exchange for half the new company -- Linn's post-bankruptcy pivot toward joint-venture structures rather than outright ownership.
19 June 2017material agreement● Neutral
Signed construction and equipment-supply agreements worth roughly $89 million combined to build the Linn Chisholm Trail gas processing plant in Oklahoma -- a rare capital-investment (rather than divestiture) move during the post-bankruptcy retrenchment.
7 June 2017material agreement▲ Good
Agreed to sell Brea-Olinda Field, California acreage -- the very field Linn first acquired from Blacksand Energy in 2006 -- to Bridge Energy for $100 million plus a $7 million contingent payment, proceeds earmarked for its buyback program.
1 June 2017asset acquisition disposition▲ Good
Agreed to sell Salt Creek Field, Wyoming acreage to Denbury Onshore for $71.5 million, part of the same post-bankruptcy divestiture wave.
30 May 2017material agreement▲ GoodMajor
Agreed to sell San Joaquin Basin, California acreage to Berry Petroleum (now operating independently after the bankruptcy) for $263 million, continuing the post-emergence asset-sale program.
4 May 2017material agreement▲ GoodMajor
As post-bankruptcy Linn Energy, Inc., agreed to sell producing wells and acreage in western Wyoming to Jonah Energy for $581.5 million -- the start of a broad post-emergence divestiture program to reduce debt.
28 Feb 2017listing compliance notice▼ BadMajor
Pressburg, LLC deregistered its securities, ending its obligation to file reports with the SEC.