15 Sept 2020listing compliance notice▼ BadMajor
ULTRA PETROLEUM CORP 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.
25 Aug 2020bankruptcy or receivership▼ BadMajor
On August 22, 2020, the bankruptcy court confirmed Ultra's Second Amended Joint Chapter 11 Plan, resolving the confirmation step of the case begun May 14. The plan cancels all existing common stock (199,713,518 shares outstanding as of July 31, 2020) after the effective date, and the company is targeting that date within about 30 days, with no assurance. This answers the open question on how current shares are treated: they are cancelled, and new equity and warrants go to certain holders of claims.
12 Aug 2020material agreement● Neutral
On August 11, 2020, Ultra Resources signed a second amendment to its $25M debtor-in-possession loan, mainly to allow hedging of up to 33% of forecast natural gas production for the next twelve months, plus up to 25% of forecast production for the six months after that. It continues the tweaks to the Chapter 11 financing begun with the June amendment; no new borrowing amount is stated.
29 July 2020material agreement● NeutralMajor
On July 27, 2020, Ultra and UP Energy signed a backstop purchase agreement under which the backstop parties commit to buy any unsubscribed shares in the rights offering (up to $85M) for eligible first lien term loan holders, and to buy all of the priority portion. They would be paid a 7.5% premium of the $85M, in new common stock on the plan's effective date, subject to court approval. This firms up the rights offering flagged in the restructuring plan; the agreement can end if the closing has not happened by November 3, 2020. The filing does not say what existing shareholders receive.
2 July 2020material agreement● NeutralMajor
On June 30, 2020, Ultra Wyoming bought the LGS Gathering System from Pinedale Corridor, LP for $18.0M, with bankruptcy court approval on June 26. The restructuring support agreement was amended to permit this. This relates to the Pinedale gathering system Ultra sold and leased back in 2012 for $225M (the filing doesn't say whether this is the same system).
19 June 2020material agreement● Neutral
On June 16, 2020, Ultra Resources amended the $25M DIP loan agreement. Changes include excluding COVID-19 effects from the material adverse effect definition, removing the no-default-on-other-debt representation, and making a noteholder termination of the restructuring support agreement not a default. Technical tweaks to the Chapter 11 financing, with no new money or amounts stated.
21 May 2020bankruptcy or receivership● NeutralMajor
On May 19, 2020, Ultra's subsidiaries signed a court-approved debtor-in-possession loan of up to $25.0M (Wilmington Trust agent), maturing at the earliest of Nov 19, 2020 or plan effectiveness, among other triggers. On May 15 the court also approved procedures restricting certain transfers of Ultra stock and declarations of worthlessness for tax purposes; violating transfers are void. Continues the Chapter 11 case begun May 14.
15 May 2020bankruptcy or receivership▼ BadMajor
On May 14, 2020, Ultra and subsidiaries filed prepackaged Chapter 11 in Houston, backed by a restructuring support agreement with 100% of revolver lenders, 85% of term lenders and 67% of second-lien noteholders. The plan would equitize or eliminate substantially all prepetition debt, with a $25M DIP loan, up to about $85M rights offering and a $100M exit revolver. The filing accelerated the second-lien notes, 2022 and 2025 notes, revolver and term loan, though collection is stayed. This is a second bankruptcy after the 2017 emergence. The excerpt does not state what happens to existing shares, so the equity outcome is unresolved.
18 Feb 2020debt financing▼ BadMajor
On Feb 14, 2020, Ultra signed a Sixth Amendment: the borrowing base falls to $1.075B effective April 1, 2020, with the revolver commitment going from $200M to $120M (Feb 29) and then $100M (Apr 1). Redeterminations become quarterly (next July 1, 2020), and the minimum cash threshold drops from $25M to $15M. The release confirms 2020 capital of $10-20M with drilling suspended and production guidance of 182-192 Bcfe; Q4 2019 production was 55.4 Bcfe. Continues the lender squeeze begun in the Fifth Amendment.
17 Sept 2019debt financing● NeutralMajor
On Sept 16, 2019, Ultra's bank lenders agreed to a Fifth Amendment: the borrowing base was cut to $1.175B (from $1.3B), with $200M under the revolver, falling to $120M on Feb 29, 2020. All financial maintenance covenants were removed, hedging requirements reduced, and capital spending capped at $65M, $10M and $5M for the Sept 2019, Dec 2019 and later quarters. The press release says drilling in Pinedale will be suspended by end of September and 2019 capital guidance is now $230-$260M. This resolves the fall 2019 redetermination and leverage covenant threads.
22 Aug 2019listing compliance notice● NeutralMajor
ULTRA PETROLEUM CORP's exchange filed to remove a class of its securities from listing.
31 July 2019listing compliance notice▼ BadMajor
On July 30, 2019, NASDAQ notified Ultra that its shares will be delisted effective August 8, 2019 because it did not regain the $1.00 minimum bid price. The shares are expected to trade on OTCQX as UPLC, and the board decided a reverse stock split was not in the company's best interest at this time. The company says it will keep making SEC filings, and business operations are unaffected. This resolves the minimum bid price thread from January. Kason D. Kerr now signs as Vice President, General Counsel and Corporate Secretary, replacing Andrew Kidd in that role (inference from the signature).
19 Feb 2019debt financing● NeutralMajor
On February 14, 2019, Ultra Resources' bank lenders reaffirmed the borrowing base at $1.3B (down from $1.4B in April 2018), with $325M of availability. They loosened the leverage limit to 4.50x for Dec 31, 2018, 4.75x for Mar-Jun 2019 and 4.90x for Sept 2019-Jun 2020, then tightening to 4.5x at Sept 30, 2020 and 4.25x from Dec 31, 2020. Lenders were paid fees of $487,500. Another $16.5M of 2022 notes were swapped for about $10.1M of second-lien notes, bringing 2019 swaps to $44.6M, with about $10.4M still available. The press release reports 2018 production of 275.1 Bcfe and year-end reserves of 3,062.5 Bcfe.
1 Feb 2019listing compliance notice▼ BadMajor
On January 29, 2019, NASDAQ notified Ultra that its shares closed below $1.00 for 30 consecutive business days. The company has until July 29, 2019 to regain compliance by closing at $1.00 or above for 10 consecutive business days; trading continues for now. Separately, Sylvia K. Barnes became a non-voting board observer on January 30, 2019 under the December 2018 director nomination agreement with second-lien noteholders, which continues that noteholder board-seat thread.
25 Jan 2019debt financing▲ Good
In follow-on swaps on January 22 and 23, 2019, holders exchanged about $11.6M and $12.5M of 2022 notes (about $24.1M total) for second-lien notes at $600 per $1,000, about $14.5M in all, with no warrants. This is a better deal for the company than December's $720 per $1,000 plus warrants. Including these, about $529.1M (75.6%) of the 2022 notes and $275M (55%) of the 2025 notes have been exchanged, and about $30.9M of 2022 notes remain eligible for exchange on similar or better terms. This continues the December exchange.
8 Jan 2019listing compliance notice▼ Bad
On January 2, 2019, NASDAQ told Ultra it was out of compliance because it held no annual meeting within twelve months of its 2017 year-end. The company says no 2018 meeting was held because the plan set a two-year director term, and it will hold a combined 2018/2019 meeting on May 22, 2019 (record date March 25, 2019). Trading is unaffected, and the company expects to regain compliance at that meeting.
26 Dec 2018capital raising announcement● NeutralMajor
The December 2018 bond swap closed on December 21, 2018: holders of about $505M of 2022 notes and $275M of 2025 notes of Ultra Resources received about $545M of new 9.00% cash / 2.00% PIK second-lien notes due July 12, 2024, plus 10,919,499 warrants (the October/December plans said 10,916,699; the filing gives the higher figure). The company received no cash. The warrants cost $0.01 each and only become exercisable after the shares average at least $2.50 for 30 trading days, with about 6% dilution if all are exercised. The remaining old-note covenants were stripped through a supplemental indenture. This resolves the open question of whether the exchange would close.
21 Dec 2018capital raising announcement● NeutralMajor
On Dec 17, 2018, Ultra terminated the October exchange agreement and signed a replacement with holders of about $505M (72.1%) of the 2022 notes and $275M (55%) of the 2025 notes, to swap them for $545M of new second-lien 9.00% cash / 2.00% PIK notes due July 12, 2024 and 10,916,699 warrants. Terms are similar to October's, but the participating amounts are lower. The warrants cost $0.01 each to exercise, only become exercisable once the shares trade at $2.50 or more (30-day average) and would dilute shareholders by about 6% on 197,053,583 shares. Closing is expected before Dec 31, 2018; noteholders may also nominate one independent director.
17 Oct 2018capital raising announcement● NeutralMajor
On Oct 17, 2018, Ultra agreed with holders of about $556.4M (79.5%) of 6.875% 2022 notes and $267.1M (53.4%) of 7.125% 2025 notes of Ultra Resources to swap them for new 9.00% cash / 2.00% PIK second-lien notes due July 2024 ($720 per $1,000 of 2022 notes, $660 per $1,000 of 2025 notes) plus warrants. The company says the warrants would dilute shareholders by about 6% if all are exercised; the deal needs bank-lender consents and an intercreditor agreement, and the press release says it cuts long-term debt by about $250M and pushes out about $560M of debt from 2022 to mid-2024. The release also reports closing a Utah asset sale, with proceeds used to pay down the revolver (this is the Uinta Basin position acquired in 2013; the filing text provided does not give a price). The company's headquarters had moved to Englewood, Colorado and shares are now NASDAQ-listed (UPL).
20 Apr 2018debt financing● NeutralMajor
On April 19, 2018, Ultra Resources and its bank lenders reaffirmed the borrowing base at $1.4 billion and loosened the debt-to-earnings limit to 4.50x from June 30, 2018 (then 4.25x from Sept 30, 2019 and 4.0x from March 31, 2020). In return the company must hedge set percentages of production through March 30, 2020, and pays a higher interest rate (0.25% more) when leverage exceeds 4.0x; it paid lenders fees totalling $637,500. Q1 2018 production averaged 803 MMcfe/d, and Brad Johnson is named as Interim CEO, replacing Michael Watford in that role (inference from title; the filing does not say why).
12 June 2017material agreement● Neutral
On June 6, 2017, Ultra Resources and its lenders amended the April 12, 2017 Bank of Montreal credit agreement (the post-bankruptcy bank facility) to add a new group, 'Decrease and Maintenance Lenders' (four lenders holding at least 66-2/3%), who can approve a borrowing base that is kept the same or cut while there are seven or more lenders. Increases still need all lenders. There are currently seven lenders. The filing gives no new borrowing amounts or cost to the company.
12 Apr 2017listing compliance notice▲ GoodMajor
Nasdaq certified ULTRA PETROLEUM CORP's securities for listing, clearing them to begin trading.
16 Mar 2017bankruptcy or receivership● NeutralMajor
On March 14, 2017 the bankruptcy court confirmed Ultra's Second Amended Plan, with a court-determined plan value of $6.0B. The company is targeting the plan going effective within about 30 days but gives no assurance. On the effective date, the existing common stock (153,418,041 shares outstanding as of Feb 9, 2017) is cancelled; shareholders receive a proportionate share of new equity and rights to buy more in the rights offering, both diluted by the incentive plan. Ultra Resources' debt is to be paid in full in cash, funded by exit financing of $1.4B of notes (or bridge loans), a $600.0M term loan, up to $400.0M of revolver and $580.0M from rights offerings.
15 Feb 2017material agreement● Neutral
On February 10, 2017, Ultra and the supporting noteholders and shareholders amended the November 2016 Plan Support Agreement. The supporting parties agreed that the plan term sheet, modified to match how the Second Amended Plan treats Ultra Resources' funded debt and general unsecured claims, is reasonably satisfactory to them. The filing gives no new dollar terms. It keeps the plan's backers in line with the revised plan.
9 Feb 2017material agreement▲ GoodMajor
On February 8, 2017, Ultra obtained a commitment letter from Barclays for up to $2.4B of exit financing tied to the reorganization plan: a $600.0M seven-year term loan, a $400.0M five-year revolver (initial borrowing base $1.0B), and $1.4B of unsecured bridge loans. The expected blended interest rate is about 5.10%, though it could be higher or lower. The commitment is conditional and ends May 9, 2017 at the latest. The same day Ultra filed a Second Amended Plan; this financing is how the plan's cash payments are to be funded.
22 Nov 2016material agreement● NeutralMajor
On November 21, 2016, Ultra signed a Plan Support Agreement with some holders of its 2018 and 2024 notes and some shareholders, plus a Backstop Commitment Agreement, setting out a proposed reorganization plan. At a $6.0B enterprise value, existing shareholders would get 41% of the new equity plus rights to buy a further 5.4% in a $580.0M rights offering; noteholders would get 36.2% plus rights for 16.1%; backstoppers get 1.3%; all subject to dilution by a 7.5% management incentive plan. Ultra Resources' creditors would get $2.0B of new notes plus cash. The plan value can move to $5.5B or $6.25B depending on gas prices. This is the first concrete restructuring terms after the Chapter 11 filing, and the plan still needs court confirmation.
19 May 2016listing compliance notice● NeutralMajor
ULTRA PETROLEUM CORP's exchange filed to remove a class of its securities from listing.
3 May 2016bankruptcy or receivership▼ BadMajor
On April 29, 2016, Ultra Petroleum and seven subsidiaries (including Ultra Resources) filed for Chapter 11 reorganization in the Southern District of Texas. This made the parent's 2018 and 2024 notes, the Ultra Resources credit agreement and its senior notes immediately due, though enforcement is automatically stayed. This follows the waiver period that was due to end April 30, 2016, and the talks with creditors did not avoid a filing. On May 2, 2016 the NYSE suspended trading and found the stock no longer suitable for listing; the company chose not to appeal and expects trading on the OTC Pink market as "UPLMQ" from May 3. This ends the earlier NYSE $1.00 price-deficiency thread.
18 Mar 2016listing compliance notice▼ BadMajor
On March 15, 2016 the NYSE told Ultra its stock failed the $1.00 minimum: the 30-trading-day average close was $0.96 as of March 11. Ultra has six months from the notice to regain compliance, expects to stay listed meanwhile, and says the notice does not affect operations or trigger a breach of its debt obligations. This adds to the debt waiver news two weeks earlier; the filing does not say whether it will be cured.
2 Mar 2016debt financing▼ BadMajor
On March 1, 2016, all lenders under Ultra Resources' revolving credit facility and all holders of its senior notes agreed to waive certain defaults and hold off on enforcement until the earliest of April 30, 2016 or a termination event. The note agreement waiver postpones the March 1, 2016 maturity and interest payments on the Ultra Resources notes, and unpaid interest (and, for the notes, unpaid principal) accrues an extra 2% per year. Ultra says this gives it time to talk to creditors about restructuring all its debt, including the parent's own notes, and reported over $266.0 million cash at Feb 29, 2016. This is a serious turn from the debt-funded acquisitions of 2013-2014; the filing does not say how talks will end.