Category Archives: E&P

Southwestern Energy CFO dies suddenly

Julian Bott, the CFO of Southwestern Energy, has died suddenly after experiencing a sudden non-COVID related medical condition.

The E&P company has its head office in Spring. It has its operations in the Marcellus shale region in Appalachia. Mr. Bott joined the company as CFO in February 2018, having previously been the CFO at Sandridge Energy, based in Oklahoma City.

Southwestern has appointed Michael Hancock, currently VP Finance and Treasurer, as its interim CFO. He joined the company in 2010.

https://www.businesswire.com/news/home/20210104005810/en/

 

 

E&P CEO leaves with a large severance weeks after bankruptcy

Tommy Nusz, the CEO of Oasis Petroleum, has retired. He has been replaced, on an interim basis, by Chairman Douglas Brooks, the former CEO of Energy XXI and Yates Petroleum.



Mr. Nusz founded Oasis in 2007 and the company went public in 2010. Most of the company’s operations are in the Williston Basin of North Dakota and Montana It also has operations in Delaware Basin in Texas. The company has its head office in downtown Houston. At its peak in 2014, its market capitalization was almost $6 billion.

Oasis filed for a pre-packaged bankruptcy on September 30, 2020. Unsecured loan note holders swapped $1.8 billion of debt for 92.5% of the equity in the newly-reorganized company. Existing shareholders were diluted down to 7.5%.

Mr. Nusz was Chairman and CEO prior to bankruptcy. After the company exited from Chapter 11 in early November, he remained on the Board of Directors. However, because he was no longer Chairman, it was deemed a termination for good reason following a change of control, under the terms of his 2018 employment contract.

That means Mr. Nusz gets a change of control payment of 2.99 times base salary of $881,250 plus 2.99 times average bonus paid in the previous two years. In the 2019 proxy statement that total came to $5.4 million. He will also receive a target bonus for 2020 which is probably another $984,000 (based on the 2019 target bonus) .

Mr. Nusz has also stepped down as a director of Oasis Midstream Partners, the publicly-traded MLP controlled by Oasis Petroleum. The midstream entity was not part of the bankruptcy proceedings.

SEC filing – Oasis Petroleum CEO change

 

 

Small E&P company agrees to reverse takeover

Camber Energy has agreed to buy 51% of Viking Energy for $20 million. Both E&P companies are based in Houston, with Camber traded on the NYSE and Viking traded over-the-counter. The deal is effectively a reverse takeover as it’s the Viking management who will be running the show post-close.



Camber Energy used to be called Lucas Energy and went public in 2006. It’s had a troubled past. The strangest event was in October 2011 when the then-CEO made an acquisition for $22 million without telling the Board or making it public. The issue only came to light a year later when the seller sued for payment that was due in November 2012.

Camber has effectively been a shell since selling its main operating assets in 2019. In June 2019, it announced a reverse takeover by Lineal Holdings, an oilfield construction company. The deal closed but had to be unwound on December 31, 2019 as it did not meet NYSE listing requirements

Viking deal

The Viking deal was originally announced in January 2020, though in a different form. In the original version, Camber would have issued shares to Viking shareholders so that the latter would own 85% of the combined group post-closing.

Instead the revised deal calls for Camber to pay $20 million in cash. This is financed by $9.2 million cancellation of debt owed to Camber by Viking. Camber had lent money to Viking earlier in 2020 to enable Viking to close on an acquisition of 123 wells in Texas and Louisiana.

The remaining $10.8 million was paid in cash and funded by a new loan from Camber’s preferred shareholder.

James Doris, the CEO of Viking, has been appointed the CEO of Camber. Frank Barker, the CFO of Viking, becomes the CFO of Camber. Louis Schott, former interim CEO and Robert Schleizer, the former CFO of Camber, have stepped down. Each was paid a bonus of $150,000.

Fake CFO

Viking Energy was the subject of my most bizarre post I’ve written in this blog.  In September 2019, the SEC announced fraud charges against a former CEO for creating a fake CFO.

SEC filing – Camber Energy Viking acquisition

E&P company hires from within for CFO position

Goodrich Petroleum has appointed Kristen McWatters to be its new CFO. She replaces Robert Barker, who is retiring. Mr. Barker joined the company in 2007 and had been CFO since 2017.



Goodrich has its head office in downtown Houston. It operates primarily in the Haynesville Shale Basin that straddles East Texas and Louisiana. The company has a market capitalization of $138 million.

The company was formed in 1975 and went public via a reverse takeover of Patrick Petroleum in 1995. In 2016, the company went through bankruptcy, converting $400 million of debt into equity.

Ms. McWatters joined the company in 2017 and has been its Controller since March 2020. She started her career at KPMG and has also worked at Southwestern Energy and Spark Energy, two Houston-based publicly-traded companies.

Ms. McWatters will receive a base salary of $200,000.

SEC filing – Goodrich – CFO appointment

Energy CEO rehired after 5-year SEC ban

Houston American Energy has rehired John Terwilliger as its new CEO. In April 2015, Mr Terwilliger was banned from serving as an officer or director of a public company for five years as part of a settlement with the Securities and Exchange Commission (SEC).



Houston American has a market capitalization of $10 million. It has working interests in four wells in Texas and Louisiana as well as some undeveloped acreage in Columbia. It went public in 2006. Mr Terwilliger is the largest single shareholder, owning 13.6% of the common stock

In August 2014, the SEC announced charges against the company and Mr Terwilliger. The charges alleged that, back in 2009, Mr Terwilliger claimed that a concession in Columbia was worth more than $100 per share. The SEC alleged that the valuation was wildly inflated and not based on any technical evaluation. During this time, the stock price rose from $4 to $20 and the company raised $13 million in a stock offering. The operator eventually drilled three dry wells and the concession produced no oil.

Shortly before a trial was due to start in January 2015, the parties settled. Without admitting or denying liability, the company paid a penalty of $400,000 and Mr Terwilliger agreed to resign as CEO and pay a penalty of $150,000.

Mr Terwilliger founded Houston American in 2001. At the time, he was also the founder and CEO of Moose Oil and Gas. Moose entered Chapter 7 bankruptcy in 2002. The bankruptcy trustee later alleged that Mr Terwilliger diverted funds from Moose to pay for the start-up legal and professional fees of Houston American. This case was also settled without admitting or denying liability.

 

SEC filing – Terwilliger CEO

New CFO at Houston E&P company

Ryan Stash has been appointed the new CFO at Evolution Petroleum. He replaces David Joe who has been at the company since 2005 and has been CFO since January 2016.



Evolution is an small E&P company with its head office in west Houston. It has an interest in the Delhi field in Northeast Louisiana, and an interest in the Hamilton Dome field in Wyoming. The company has a market capitalization of $72 million. It has no debt and $20 million of cash on hand.

Mr Stash joins from Harvest Oil & Gas where he had been CFO since October 2018. Prior to that, he spent eleven years in the Energy Investment Banking Group of Wells Fargo Securities. He will receive a base salary of $265,000.

According to the SEC filing, Mr Joe and the Board ‘agreed to the terms of his retirement as the Chief Financial Officer, effective December 31, 2020’. However, those terms were not disclosed in the filing. The annual proxy statement, filed last week, states that there are no employment agreements for executive officers.

SEC filing – Evolution CFO

 

Houston company to move to Fort Worth after acquisition

Contango Oil & Gas, based in Houston, has agreed to acquire Mid-Con Energy Partners, based in Tulsa for $43 million. After the deal closes, the headquarters of the combined company will move to Fort Worth.

The biggest shareholder in both companies is Goff Capital, based in Fort Worth.



Contango’s operations are mostly in Central Oklahoma and the nearby Western Anadarko Basin. Mid-Con’s assets are also primarily in Central Oklahoma. In fact, in June, Contango signed a management services agreement with Mid-Con to provide operational services as the operator of record on Mid-Con’s properties.

In an all-stock transaction, Contango is issuing shares worth $42.8 million to the unit holders of Mid-Con, a 5% premium. After the deal closes in late 2020 or early 2021, Contango shareholders will own 87% of the combined company.

John Goff and affiliated parties own 28% of Contango. The CEO of Contango, Wilkie Colyer, is also based in Fort Worth. Mr Goff acquired his stake in 2018 and installed Mr Colyer as the CEO shortly thereafter. Mr Wilkie was a non-executive director of Mid-Con until he resigned in June 2020.

That resignation was part of a recapitalization of Mid-Con. Mr Goff ended up owning 56% of it. He also appointed his son, Travis, to the Board.

The deal follows a recent spate of all-stock transactions in the E&P sector

  • ConocoPhillips, based in Houston, agrees to acquire Concho Resources (Midland) for $9.7 billion.
  • Pioneer Natural Resources (Dallas) buys Parsley Energy (Austin) for $7.6 billion. (Dad Scott Sheffield is the CEO of Pioneer, son Bryan is the founder and chairman of Parsley).
  • Devin Energy (Oklahoma City) agrees to buy WPX Energy (Tulsa) for $2.6 billion.

SEC filing – Contango – Mid-Con

Noble Energy delisted after acquisition by Chevron

Chevron has completed its all-stock acquisition of Noble Energy, whose shares have now been delisted from the NYSE. The stock was acquired for $5 billion. Including debt, the enterprise value of the transaction was $13 billion.



Noble’s primary assets are in the Eastern Mediterranean sea (Israel and Cyprus).  These will fit well with Chevron’s assets in Egypt. Noble also has 92,000 contiguous net acres in the Permian which are next to Chevron’s acreage. Noble also has 336,000 of net acres in the DJ Basin in Colorado. This would be a new onshore basin for Chevron.

Board sought to reduce debt in 2019

The deal was first announced in July 2020. Chevron also acquired Noble’s 63% stake in publicly-traded Noble Midstream Partners.

In July 2019. the Board of Noble decided to explore a sale of its interest in Noble Midstream in order to reduce leverage and explore potential transactions to reduce the company’s concentration risk in the Eastern Mediterranean.

In the fall of 2019, the company received offers from a strategic midstream operator and a private-equity-backed entity to purchase Noble Midstream. However, both offers were not acceptable.

At an industry event in October 2019, Kevin Haggard, Noble’s Treasurer met Frank Mount, General Manager of M&A for Chevron. Mr Mount requested a meeting with Noble regarding the Mediterranean assets. Discussions moved slowly over the next few months.

Pandemic spurred sale of company

After the pandemic hit, the Noble Board hired J.P Morgan to review strategic alternatives and the discussions with Chevron morphed into an outright purchase. Noble contacted 9 other E&P operators to see if they were interested in acquiring the company. Nobody was interested in getting into a bidding war, either for strategic reasons or because of Noble’s high debt levels.

Golden Parachutes

Under the terms of the merger agreement, David Stover, the CEO of Noble is in line to receive $25.2 million in severance and vested equity. COO Brent Smolik will get $14.1 million, while CFO Ken Fisher will get $8.6 million. These payments will be triggered if their employment is terminated within two years following a change in control.

In connection with the merger, Mr Smolil has resigned as CEO of Noble Midstream, He will be replaced by COO Robin Fielder. She joined the company in January 2020, having previously worked at Anadarko.

I’ve deleted Noble Energy from the list of Houston-area public companies, but added Academy Sports + Outdoors, following its IPO launch last week. Oasis Petroleum, which filed for bankruptcy last week, is scheduled to be delisted next week. You can see the complete list here

 

SEC filing – Chevron completes Noble acquisition

CEO out at Houston E&P company

Darrin Henke has been appointed the new CEO at Penn Virginia, replacing John Brooks, who had been the CEO since August 2017.

Penn Virginia has its head office in west Houston and has acreage in the Eagle Ford basin. The company was founded in 1882 in Philadelphia and began life leasing coal properties. In the 1980’s it acquired oil and gas companies and later spun off the coal operations. The company went bankrupt in 2016 and exited a few months later, having eliminated $1.1 billion in debt. As part of the restructuring, it moved its head office to Houston.



Takeover by Denbury

In October 2018, Denbury Resources announced it would buy Penn Virginia for $1.7 billion, including $400 million in cash. The deal collapsed in March 2019, as major shareholders of Penn Virginia thought the deal undervalued the company (oops!). Penn Virginia currently has a market capitalization of $157 million (and debt of $563 million). Denbury filed for bankruptcy last month.

Current activity

In April, the company elected to suspend all drilling and completions operations. In June it resumed such operations with the completion of three wells drilled but not completed. The company also took out PPP loans of over $1 million, but elected to pay them back, rather than seek forgiveness.

Compensation

Mr Henke joins from Gary Petroleum, a private E&P company, where he was CEO for almost five years. Prior to that, he worked for Encana for 11 years. His base salary will be $500,000. Mr Henke was also granted 115,000 restricted stock units (worth over $1 million). 50% will vest over three years, the rest dependent on performance.

Mr Brooks, who joined the company in 2002, will receive a lump-sum payment of $690,000 (1.5 times base salary). He will also get a pro-rated bonus for 2020 (for reference, thee 2019 bonus paid was over $400,000). 34,000 restricted stock units also vest, worth over $350,000.

In November 2019, the company replaced its CFO.

SEC filing – Penn Virginia CEO

New CFO appointed at Battalion Oil

Kevin Andrews has been appointed CFO at Battalion Oil Corporation. He replaces Ragan Altizer, who plans to retire.

The company is based in downtown Houston and has working interests in approximately 52,000 net acres in the Delaware Basin. Its market capitalization is currently $126 million.



The company was formerly known as Halcon Resources. It went into bankruptcy in August 2019. The company emerged in October 2019, having eliminated over $750 million of debt. In return, the debt holders got 91% of the newly reorganized equity.

The company changed its name to Battalion Oil Corporation in January 2019 and regained its listing on the NYSE American the following month.

Halcon hit the headlines in February 2019 when Floyd Wilson (then CEO), Mark Mize (CFO) and Steve Herod (Corporate Development) all left on the same day. This happened two weeks after an activist investor had criticized the excessive corporate overhead at the company. Under the terms of their contracts, the terminations were considered terminations without cause. Combined, the three executives got over $9 million in cash severance.

Quentin Hicks was promoted to CFO, following the departure of Mr Mize. However, he resigned in July 2019, after four months, to become CFO at Gulfport Energy.

Mr Altizer became CFO in August 2019. He and CEO Richard Little (appointed in June 2019) worked together at Ajax Resources, an E&P company whose assets were sold to Diamondback Energy in October 2018.

Mr Andrews has spent most of his career in investment banking. Most recently, he was the Head of Energy Investment Banking at Imperial Capital. He will receive a base salary of $350,000.

SEC filing – Battalion Oil CFO appointment