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Subsequent Events
6 Months Ended
Mar. 31, 2021
Subsequent Events [Abstract]  
Subsequent Events

NOTE 12: Subsequent Events

Bank Redetermination

On April 7, 2021, the Company entered into a Ninth Amendment (the “Amendment”) to its Amended and Restated Credit Agreement, dated November 25, 2013 (as amended from time to time, the “Credit Facility”) with BOKF, NA dba Bank of Oklahoma, as lender, issuing bank and administrative agent for several banks and other financial institutions and lenders thereto. The Amendment, among other things, reduces the Company’s borrowing base under the Credit Facility to $29.0 million, extends the maturity date one year to November 30, 2023 and reduces the Quarterly Commitment Reductions from $600,000 to $500,000, commencing on April 15, 2021. Additionally, the Amendment increases the Company’s distribution allowance from $1.0 million to $1.5 million per annum for a period of one year from the date of the Amendment and extends this allowance beyond the date that is one year following the date of the Amendment so long as (i) the Available Commitment is greater than or equal to 20% of the Total Commitment and (ii) the Leverage Ratio on a pro forma basis does not exceed 2.75 to 1.00. The existing prohibition of all Restricted Payments other than the subject distribution allowance and the existing requirement that immediately after giving effect to a permitted Restricted Payment, no Default or Event of Default may exist or result therefrom are to remain in effect.

The Amendment also provides that any cash actually received by the Company in an equity raise is considered “Excluded Cash” (previously, this was limited to cash actually received by the Company in an equity raise on or prior to December 24, 2020) and that such cash may be used for acquisitions by the Company without BOKF’s prior written consent.  The capitalized terms which are not defined in this description of the Amendment shall have the meaning given to such terms in the Credit Facility.

Debt Payment

Subsequent to March 31, 2021, the Company paid down an additional $1,750,000 under the Credit Facility, bringing the total outstanding debt balance to $21,750,000, as of April 28, 2021.

Equity Offering

Subsequent to March 31, 2021, the Company closed on an underwritten public offering of 6,175,000 common shares (inclusive of overallotment option) with estimated net proceeds of $11.2 million to the Company.  The Company intends to use the net proceeds of the offering to fund the Acquisition (as hereinafter defined) and for general corporate purposes.

Acquisition

On April 30, 2021, the Company closed on the acquisition of certain mineral and royalty assets located in Stephens, Carter, Canadian, McClain, Murray, and Garvin Counties, Oklahoma, for aggregate consideration of approximately $10,939,875 (the “Acquisition”), pursuant to a Purchase and Sale Agreement (the “Purchase Agreement”) entered into by the Company with Palmetto Investment Partners, LLC, Palmetto Investment Partners II, LLC and Crestwood Exploration Partners, LLC, on April 14, 2021. The Acquisition includes mineral and royalty assets totaling approximately 2,514 net royalty acres and 1,889 net mineral acres in the SCOOP play. The Acquisition has an effective date of November 1, 2020.

Total consideration for the Acquisition after purchase price adjustments included a cash payment of approximately $8,539,875 and the issuance of 1,200,000 shares of common stock (the “Equity Consideration”), which are being held in escrow to satisfy potential indemnification claims under the Purchase Agreement. The Purchase Agreement includes registration rights relating to the Equity Consideration pursuant to which the Company agrees to register with the Securities and Exchange Commission the shares constituting the Equity Consideration.  The Company agrees to file a resale registration statement and to use reasonable best efforts to cause such registration statement to be declared effective as promptly as possible after the filing thereof.