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SUBSEQUENT EVENT
6 Months Ended
Jun. 30, 2014
SUBSEQUENT EVENT  
SUBSEQUENT EVENT

NOTE 13 — SUBSEQUENT EVENT

 

On July 15, 2014, the Company issued $300 million aggregate principal amount of 5.75% Senior Notes (the “5.75% Senior Notes”) that mature on February 1, 2023. Interest on the 5.75% Senior Notes began accruing on July 15, 2014, and the Company will pay interest on February 1 and August 1 of each year, beginning on February 1, 2015. The 5.75% Senior Notes are guaranteed on a senior unsecured basis by the Company’s existing and future subsidiaries that incur or guarantee certain indebtedness, including indebtedness under the Revolver. The net proceeds from the sale of the 5.75% Senior Notes were $293.7 million after deductions of $6.3 million of expenses and underwriting discounts and commissions. The net proceeds were used to pay off the Company’s outstanding credit facility balance, that existed after June 30, 2014, and the Company will use the remainder for general corporate purposes, which may include funding its drilling and development program and other capital expenditures.

 

At any time prior to August 1, 2017, the Company may redeem up to 35% of the aggregate principal amount of the 5.75% Senior Notes at a redemption price of 105.75% of the principal amount, plus accrued and unpaid interest, with an amount of cash not greater than the net cash proceeds of an equity offering. The Company may redeem all or a part of the 5.75% Senior Notes at any time prior to August 1, 2018 subject to a “make-whole” premium and accrued and unpaid interest. On or after August 1, 2018, the Company may redeem all or a part of the 5.75% Senior Notes at the redemption price of 102.875% for 2018, 101.438% for 2019, and 100.0% for 2020 and thereafter, during the twelve month period beginning on August 1 of each applicable year, plus accrued and unpaid interest.

 

As of June 30, 2014, and through the filing date of this report, all of the existing subsidiaries of the Company are guarantors of the 5.75% Senior Notes, and all such subsidiaries are 100% owned by the Company. The guarantees by the subsidiaries are full and unconditional (except for customary release provisions) and constitute joint and several obligations of the subsidiaries. The Company has no independent assets or operations unrelated to its investments in its consolidated subsidiaries. There are no significant restrictions on the Company’s ability or the ability of any subsidiary guarantor to obtain funds from its subsidiaries by such means as a dividend or loan.

 

The Company’s Revolver’s borrowing base was decreased to $450 million from $525 million upon the issuance of the 5.75% Senior Notes. As of the date of this filing, the Company had no outstanding balance under the Revolver with an available borrowing capacity of $426 million, after the reduction of the outstanding letter of credit of $24 million and the reduction in the borrowing base from the issuance of the 5.75% Senior Notes.