UNIT CORP

On January 5, 2023 Unit announced a special cash dividend of $10.00 per share, payable January 31, 2023 to holders of record on January 20, and a quarterly dividend policy starting with a first payment of $2.50 per share in the second quarter. Dividends will come from cash on hand, and the filing says future ones are at the board's discretion. This is the first dividend in the filings so far, following the 2020 emergence from bankruptcy.

dividend declaration

On September 3, 2020 Unit's plan took effect and it emerged from Chapter 11. The old common stock was cancelled, the $650M 6.625% subordinated notes were cancelled in exchange for new shares, and the DIP loan was paid in full. Unit signed a new exit credit agreement with BOKF as agent: a $140M revolver and a $40M term loan, maturing March 1, 2024, with $92M of revolver and $40M of term loan drawn on emergence, secured partly by Unit's stake in Superior Pipeline. Old shareholders who did not opt out of releases get warrants over about 1.8 million new shares, exercisable only after all general unsecured claims are resolved, expiring no later than September 3, 2027, and carrying no shareholder rights. Unit filed a Form 15 on September 4 to deregister the old stock.

capital raising announcement

UNIT CORP deregistered its securities, ending its obligation to file reports with the SEC.

listing compliance notice

On August 6, 2020 the bankruptcy court confirmed Unit's Chapter 11 plan, which the May 22 filing had started. Under the plan, the existing common stock will be cancelled and all existing funded debt and equity extinguished. Common holders who did not opt out of the releases get seven-year warrants for 12.5% of the new shares, at an exercise price equal to the $650M notes plus interest to May 15, 2021. Noteholders and general unsecured creditors get new shares, bank and DIP lenders get exit facility loans (up to $180M), and DIP lenders also get a 5% equity fee. The plan takes effect only once its conditions are met, and the filing gives no assurance on timing.

bankruptcy or receivership

On June 19, 2020 the bankruptcy court gave final approval to the $36.0 million DIP loan, which also refinances $96.0 million of pre-petition borrowings under the 2011 senior credit agreement. It also conditionally approved the disclosure statement for the reorganization plan, with a June 22 voting record date, a July 29 ballot deadline, a confirmation hearing on August 6, 2020, and a July 17 general claims deadline. Common stockholders need not file a proof of interest, and the company expects the plan to take effect shortly after confirmation; this advances the restructuring but does not itself say what common holders receive.

bankruptcy or receivership

UNIT CORP's exchange filed to remove a class of its securities from listing.

listing compliance notice

This follows the May 22, 2020 Chapter 11 filing. On May 27, 2020 Unit signed a $36.0 million debtor-in-possession loan with BOKF as agent (the court allowed up to $18 million at first, final hearing set for June 19, 2020), and the NYSE suspended the stock on May 26 and began delisting proceedings; it now trades on OTC Pink as UNTCQ. A May 28 court order also restricts trading by anyone holding at least 2,458,135 shares (about 4.5%), with prohibited transfers void.

bankruptcy or receivership

On May 22, 2020 Unit and five subsidiaries filed Chapter 11 in Houston under a Restructuring Support Agreement with 100% of its bank lenders and holders of over 70% of the 6.625% subordinated notes; this resolves the standstill and the note-exchange thread. Under the plan, noteholders and general unsecured creditors of Unit and Unit Petroleum get new shares, and common shareholders who do not opt out of releases get seven-year warrants for 12.5% of the new shares, with an exercise price equal to the $650M notes plus interest to May 15, 2021. A $36M debtor-in-possession loan (up to $18M initially) is planned, bank commitments were terminated after an $8M final borrowing, and a lender exit facility of at least $180M is planned. Superior Pipeline and its parent SPC are not debtors, and a continuation agreement keeps the Superior joint venture with SP Investor in place.

bankruptcy or receivership

On April 13, 2020 Unit's audit committee dismissed PricewaterhouseCoopers and on April 17 hired Grant Thornton as auditor for fiscal 2020. The filing says PwC's 2019 report included a going-concern explanatory paragraph, reports no disagreements, and states the material weakness in financial reporting controls (flagged since 2018) was remediated as of December 31, 2019. The filing gives no reason for the change.

auditor change

On March 11, 2020 Unit and its lenders, led by BOKF, signed a standstill agreement on the senior credit agreement. The lenders agreed to hold off on the borrowing base review due around April 1, 2020 and on exercising certain remedies until April 15, 2020 or an earlier termination event. In return, Unit must repay borrowings with cash above $15 million each week, borrow no more than $15 million in total, follow a lender-approved 13-week cash budget, and accept limits on executive pay changes. The filing says there is no assurance a further agreement will be reached by the end of the standstill. This follows the earlier credit amendments, and the filing does not say whether the note exchange was completed.

material agreement

On December 19, 2019 the NYSE told Unit its stock failed the minimum listing standard because the average closing price was below $1.00 over 30 consecutive trading days. Unit has six months to get back above $1.00 and stays listed during that period, but faces suspension and delisting if it fails. This is a new risk for shareholders alongside the debt exchange.

listing compliance notice

Unit revised its note exchange offer with terms now filled in. Holders of the $650 million 6.625% notes due 2021 can choose $735 of 10.000% Senior Secured Notes due 2024 (second lien, capped at $300 million in total) or $1,000 of 7.000% Junior Secured Notes due 2025 (third lien) per $1,000 tendered by the early deadline of November 25, 2019. Later tenders get $685 or $950, and the offer expires December 13, 2019. The senior secured option is less than face value, so the senior secured option swaps notes at a discount. The offer is still conditioned on a credit agreement amendment or refinancing.

business combination

Unit filed a registration statement for an offer to swap its $650 million of 6.625% senior subordinated notes due 2021 for new second lien senior secured notes, and to ask noteholders to agree to remove most of the old notes' restrictions. The new notes' rate, maturity and exchange terms were left blank in this draft. The offer depends on amending or replacing the senior credit agreement, a condition the filing says will not be waived.

business combination

On October 18, 2018 Unit signed a Fifth Amendment to its senior credit agreement, extending its term to October 18, 2023 (subject to conditions), lowering borrowing and non-use fees, and removing the senior debt to EBITDA ratio requirement. The total commitment and borrowing base stay at $425 million.

material agreement

On August 1, 2018 Unit's board said its Q1 2018 financial statements must be restated and its 2017 statements revised, because of cash-flow classification errors between operating and investing activities of about $45 million (Q1 2018, judged material) and about $14 million (2017, judged immaterial). The company says revenue, net income, total assets, cash, liquidity, debt covenant compliance and shareholders' equity are unaffected, and it identified a material weakness in financial reporting controls.

financial restatement

The Superior Pipeline sale closed April 3, 2018 for $300 million cash, resolving the pending deal; Unit now owns half of Superior. Proceeds went to pay down bank debt, and the Fourth Amendment to the credit agreement (April 2, 2018) then cut the total commitment, maximum credit and borrowing base to $425 million and released Superior from the credit agreement. The filing says proceeds will also fund faster drilling by Unit Petroleum, more investment in Superior, and working capital.

asset acquisition disposition

On March 28, 2018 Unit agreed to sell 50% of Superior Pipeline, its wholly owned midstream business, to SP Investor Holdings (owned by OPTrust and Partners Group funds) for about $300 million in cash, with closing expected April 3, 2018. Unit would keep the other 50%. Closing remains subject to customary conditions.

material agreement

On April 8, 2016 Unit signed a Third Amendment to its senior credit agreement: the borrowing base falls from $550 million to $475 million and the maximum credit amount from $900 million to $875 million. It adds a cap on senior debt to EBITDA of 2.75x through March 2019 (then funded debt to EBITDA of 4.0x), and pledges 85% of the value of its proved developed producing oil and gas properties and 100% of its ownership in Superior Pipeline as collateral. The filing's total commitment figure was a typo, corrected in the next filing.

material agreement

Unit signed a Second Amendment to its senior bank credit agreement on April 10, 2015. It cuts the Borrowing Base from $900 million to $725 million, extends the facility's end date to April 10, 2020, and removes the $950 million cap on subordinated debt (previously set in the September 2012 amendment tied to the Noble deal), so there is now no cap.

material agreement

On September 5, 2012, Unit amended its September 2011 credit agreement with a bank group, raising the Total Commitment to $500 million, the Maximum Credit Amount to $900 million and permitted subordinated debt to $950 million. When the Noble Energy purchase closes, the Borrowing Base rises to $800 million until the next scheduled redetermination on October 1, 2012.

material agreement

On July 24, 2012, Unit completed the $400 million issue of 6.625% senior subordinated notes due May 15, 2021, with net proceeds of about $386.7 million to partly fund the Noble Energy purchase. If the acquisition has not closed by November 30, 2012, or the purchase agreement is terminated before then, the notes must be redeemed at 98.75% or 99.75% of principal plus interest (depending on timing); Unit must also register an exchange of the notes with the SEC.

debt financing

On July 12, 2012, Unit agreed to sell $400 million of 6 5/8% senior subordinated notes due 2021 (upsized from a planned $350 million) to initial purchasers led by Merrill Lynch, with expected net proceeds of about $386.7 million and closing expected July 24. The money is intended to partly fund the pending Noble Energy acquisition, continuing the financing of that deal; the notes are priced at 98.75% of par.

material agreement

On July 10, 2012, Unit's Unit Petroleum subsidiary agreed to buy oil and gas properties in western Oklahoma and the Texas panhandle from Noble Energy for $617.1 million cash, with Unit Corporation as guarantor. Closing is expected by September 17, 2012; financing is to come from cash, the senior revolving credit facility and possibly other long-term debt, and about $61.7 million is in escrow that goes to Noble if the deal ends for reasons other than Noble's breach or title/environmental defects.

material agreement

On September 13, 2011, Unit signed a new five-year Senior Credit Agreement with BOKF (formerly Bank of Oklahoma), Compass Bank, Bank of America and Bank of Montreal, replacing the May 2007 credit agreement. It sets an initial Total Commitment of $250 million, a Maximum Credit Amount of $750 million and an initial Borrowing Base of $537.5 million, and its proceeds will refinance existing debt and fund working capital.

material agreement

Unit closed the $250 million 6 5/8% senior subordinated notes due May 15, 2021, issued under an indenture with Wilmington Trust FSB and guaranteed by its domestic subsidiaries. Interest is paid semi-annually from November 15, 2011; proceeds go to repay credit facility borrowings (about $185.0 million outstanding at March 31, 2011) and working capital. Holders can require repurchase at 101% on a change of control. This completes the offering priced on May 11.

debt financing

Unit priced an upsized public offering of $250 million of 6 5/8% senior subordinated notes due 2021 (up from a planned $200 million), underwritten by Merrill Lynch and others and guaranteed by its wholly-owned domestic subsidiaries. Net proceeds are meant to repay borrowings under its unsecured credit facility (about $185.0 million outstanding at March 31, 2011) and for general working capital.

material agreement

Unit amended its shareholder rights plan so the George Kaiser Family Foundation is not treated as an 'acquiring person' while it holds between 15% and 25% of the shares. In a standstill agreement, GKFF agreed not to seek control, board representation or proxy solicitation, not to exceed 25%, and generally to vote with the board's recommendations while it holds at least 15%. Additional GKFF share purchases won't count as a change of control under employee benefit plans.

security holder rights change

Unit replaced its January 2004 credit agreement (and amendments) with a new amended and restated senior credit agreement led by Bank of Oklahoma. It has an aggregate commitment of $275 million, a maximum credit amount of $400 million, an initial borrowing base of $425 million and a five-year term. Proceeds refinance existing debt and fund working capital, letters of credit and general purposes, resolving the series of short-term amendments.

material agreement

Unit announced its 2007 capital budgets: Unit Petroleum $326 million excluding acquisitions ($280 million for drilling), up 35% on estimated 2006, with 270 wells planned (up 11%). Unit Drilling budgeted $131 million (down 25%) after ending 2006 with a record 117 rigs, and Superior Pipeline budgeted $25 million. In 2006, 214 of 244 completed wells were producers (88%).

drilling progress report