Triangle Petroleum Corporation (NYSE MKT:TPLM) announced an investment by Natural Gas Partners ("NGP"), an Irving, Texas based private equity firm, a revised capital expenditure program and provided an operational update including operated well results and RockPile Energy Services developments.
Financial Update
• Natural Gas Partners purchased, through its recently closed fund, NGP Natural Resources X, L.P., $120 million of Convertible Notes (the "Notes")
o Convertible into Triangle common stock at a conversion price of $8.00 per share; full conversion of the Notes is subject to stockholder approval under NYSE MKT rules
o 5% cashless coupon per annum, with quarterly interest added to principal
o Triangle has option to cash-pay interest after 5 years
o No stated maturity date on Notes; putable to Triangle for cash after year 10, or following a change of control
o Triangle can redeem for cash after year 8 or can force conversion after year 5 if Triangle stock trades above $11.00 per share and certain trading volume requirements are met
o No financial or operating covenants; certain actions including dividends and stock repurchases require the consent of NGP
o NGP makes long-term investments and has agreed to not sell short or otherwise hedge their position in Triangle while they own the Notes or Triangle shares received upon conversion
o Roy A. Aneed, a Principal at Natural Gas Partners, is added to the Triangle Board, which is expanded from 5 to 6 members
• Wells Fargo reserve-based lending facility borrowing base increased from $10 million to $27.5 million