The post-Labor Day equity markets in energy continued a familiar pattern of events, comprising an occasional E&P C-Corp filer coupled with a regular diet of master limited partnerships (MLPs), even as interest rates continued to move higher. The 10-year Treasury yield at one point touched 3%.

Recently filing for an initial public offering (IPO) was EP Energy Corp., Houston, acquired last year by a group of private-equity sponsors led by Apollo Global Management LLC. The acquisition involved the upstream assets formerly owned by El Paso Corp.

In August, another Apollo-backed E&P company, Athlon Energy Inc., met with good market receptivity for its IPO. Helped by strong investor appetite for Permian players, the offering was priced at the high end of the offering range, at $20 per share, and has since traded up by over 40% (see “IPO Window Opens” in this issue).

EP Energy's filing says it is focused on four key areas—the Eagle Ford, Permian/Wolfcamp, Uinta Basin and Haynesville—where it has identified over 5,200 drilling locations. Of these, it says approximately 96% are oil wells. Oil made up 57% of proved reserves and 37% of net daily production in the second quarter, with liquids overall constituting 66% and 46%, respectively.

EP Energy's 2013 capex budget is estimated at $1.9 billion. Some 58% is earmarked for the Eagle Ford, where EP has 97,000 net acres and has identified 983 drilling locations. The company has five rigs in the play. Second-quarter production, at almost 35,000 barrel of oil equivalent (BOE) per day, is up 115% from a year earlier.

In the Permian, 26% of its capex is projected for Wolfcamp shale wells. The company has leased 138,000 net acres on the University of Texas Land System, with stacked A, B and C zones, primarily in Reagan, Crockett, Upton and Irion counties. It has moved to full development of the Wolfcamp B, has begun delineating the Wolfcamp C, and estimates it has more than 2,900 locations in the play. Its production in the basin was 4,382 BOE per day in the second quarter, up 152% from a year earlier.

EP Energy has 10% of its budget allocated to the Uinta Basin, where production was up 14% at 11,433 BOE per day in the second quarter.

—Chris Sheehan, CFA

These deals and details on thousands more are available in real time in a searchable, sortable database at OilandGasInvestor.com, along with the online Oil and Gas Finance Sourcebook.

EQUITY

  • Williams Partners LP NYSE: WPZ Tulsa, Okla. US$1.4 billion Closed its public offering of some 24.7 million common units with an option to purchase additional units sold at $49 per unit. Net proceeds will be used to repay the commercial paper program, to fund capital expenditures, and for general partnership purposes. Barclays is sole underwriter.
  • Oneok Partners LP NYSE: OKS Tulsa, Okla. US$570.5 million Priced a public offering of 10 million common units with an option to purchase additional units at $49.61 per unit. Net proceeds will be used for general partnership purposes and to repay its commercial paper program. Morgan Stanley, Barclays, JP Morgan, UBS Investment Bank, Wells Fargo Securities, Citigroup, Deutsche Bank Securities, Goldman, Sachs & Co. and RBC Capital Markets are joint book-running managers. Baird, BB&T Capital Markets, Global Hunter Securities, Oppenheimer & Co. and Stifel are co-managers.
  • QEP Midstream Partners LP NYSE: QEPM Denver US$483 million Priced its initial public offering of 20 million common units with an option to purchase additional units at $21 per unit. Wells Fargo Securities, Morgan Stanley, Citigroup, Deutsche Bank Securities and JP Morgan are joint book-running managers. Goldman Sachs & Co. is senior co-manager. BMO Capital Markets, SunTrust Robinson Humphrey, BB&T Capital Markets, CIBC, Mitsubishi UFJ Securities, Piper Jaffray, TD Securities and Janney Montgomery Scott are co-managers.
  • Access Midstream Partners LP NYSE: ACMP Oklahoma City US$427.5 million Priced an underwritten public offering of 8 million common units representing interests owned by Global Infrastructure Partners II with an option to purchase additional units at $46.47 per unit. The partnership will not receive any of the net proceeds. Barclays was sole underwriter.
  • Northern Tier Energy LP NYSE: NTI Ridgefield, Conn. US$302.2 million Launched a registered public offering of 11.5 million common units with an option to purchase additional units through Northern Tier Holdings LLC at $22.85 per unit. Barclays Capital Inc., BofA Merrill Lynch, Goldman Sachs & Co., Citigroup, Credit Suisse Securities (USA) LLC, UBS Securities LLC, Deutsche Bank Securities Inc. and JP Morgan Securities LLC are book runners. Macquarie Capital (USA) Inc. and TPG Capital BD LLC are co-managers.
  • PDC Energy Inc. Nasdaq: PDCE Denver US$276 million Closed its underwritten public offering of some 5.2 million shares. Net proceeds will be used to fund a portion of an expanded capital expenditure program, including the addition of a fourth drilling rig in Wattenberg Field and a second rig in the Utica shale, and for general corporate purposes. BofA Merrill Lynch was sole underwriter.
  • Halcón Resources Corp. NYSE: HK Houston US$222.9 million Priced an underwritten public offering of 38 million shares of its common stock with an option to purchase additional shares at $5.10 per share. Net proceeds will be used to repay outstanding borrowings used to fund acquisitions of both leasehold and producing properties in core areas. Barclays and BMO Capital Markets are joint book-running managers.
  • Rose Rock Midstream LP NYSE: RRMS Tulsa, Okla. US$182.7 million Priced an underwritten public offering of some 4.8 million common units with an option to purchase additional units at $33.44 per unit. Net proceeds will be used to repay borrowings outstanding under its revolving credit facility, fund capital expenditures, and for general partnership purposes. Barclays, UBS Investment Bank, Citigroup, Deutsche Bank Securities and RBC Capital Markets are joint book-running managers.
  • Diamondback Energy Inc. Nasdaq: FANG Midland, Texas US$177.4 million Closed an underwritten public offering of 4 million shares of its common stock with an option to purchase additional shares at $40.25 per share. Net proceeds will be used to fund pending acquisitions of additional Permian Basin acreage and for general corporate purposes. Credit Suisse Securities (USA) LLC was sole book-running manager.
  • Matador Resources Co. NYSE: MTDR Dallas US$149 million Priced an underwritten public offering of 8.5 million shares of its common stock with an option to purchase 1.3 million additional shares at $15.25 per share. Net proceeds will be used to fund a portion of its capital expenditures, the acquisition of acreage in the Eagle Ford, Permian Basin and Haynesville, and for other general working capital needs. RBC Capital Markets, Citigroup and Scotiabank/Howard Weil are joint book-running managers.
  • Goodrich Petroleum Corp. NYSE: GDP Houston US$120 million Priced its public offering of nonconvertible, perpetual preferred stock through the issuance of 4.8 million depositary shares with an option to purchase additional shares. Net proceeds will be used to repay borrowings outstanding under its senior credit facility and for general corporate purposes. Morgan Stanley & Co. LLC and UBS Securities LLC are joint book-running managers. Janney Montgomery Scott LLC, JP Morgan Securities LLC, MLV & Co. LLC and Sterne Agee & Leach Inc. are joint lead managers.
  • Kelt Exploration Ltd. Toronto: KEL Calgary C$111.6 million Completed a bought-deal private placement offering of 11.5 million common shares at $8 each and 2 million flow-through shares at $9.80 each. Net proceeds will be used to fund its 2013 and 2014 capital expenditures and for general working capital purposes. Peters & Co. Ltd. led the syndicate of underwriters made up of FirstEnergy Capital Corp., CIBC World Markets Inc., Dundee Securities Ltd., RBC Dominion Securities Inc., GMP Securities LP, Stifel Nicolaus Canada Inc., Macquarie Capital Markets Canada Ltd., National Bank Financial Inc., Cormark Securities Inc., Scotia Capital Inc., AltaCorp Capital Inc. and Paradigm Capital Inc.
  • Cubic Energy Inc. OTC: CBNR Dallas US$107 million Obtained nonbinding commitments for financing intended for the acquisition of East Texas properties from Gastar Exploration Texas LP, drilling and working capital, potential additional acquisitions, and payment toward existing debt.
  • Argent Energy Trust Toronto: AET-UN Calgary C$83.2 million Completed its bought-deal financing, issuing some 8.2 million trust units with an option to purchase additional units at $10.20 per unit. Net proceeds will be used to repay the entire amount outstanding under its credit facility and for capital expenditures. Scotiabank, CIBC and RBC Capital Markets co-led the underwriters TD Securities Inc., BMO Capital Markets, National Bank Financial Inc., Canaccord Genuity Corp. and FirstEnergy Capital Corp.
  • Parsley Energy LLC N/A Midland, Texas US$65 million Closed on an investment by Natural Gas Partners. Proceeds will be used to fund vertical development in the Wolfberry play and begin its horizontal drilling program in fourth-quarter 2013.
  • Red Mountain Resources Inc. OTC: RDMP Dallas US$13 million Closed public offerings of some 6.4 million shares of common stock and 476,687 units, including units issued in cancellation of outstanding indebtedness. Net proceeds will be used for general corporate purposes, including to fund drilling and development of its properties.
  • American Eagle Energy Corp. OTCBB: AMZG Littleton, Colo. US$10 million Completed the sale of 5 million shares of its common stock directly to an investor at $2 per share. Net proceeds will be used to fund its 2013 capital budget and for other general corporate purposes.
  • Anterra Energy Inc. Toronto Venture: AE-A Calgary C$7 million Completed the financing with Huisheng Group Co. Ltd. of China for a private placement of some 106.1 million class A common shares at $0.066 per share. Proceeds will be used to finance general working capital purposes.
  • Contact Exploration Inc. Toronto Venture: CEX Calgary C$6.5 million Closed its brokered private placement of some 14 million common shares sold at $0.26 per share and some 9.5 million “flow-through” shares at $0.30 per share. Proceeds will be used to fund drilling and operations in the East Kakwa Montney Project area in Alberta's Deep Basin and for general corporate purposes. Integral Wealth Securities Ltd. led the agents, Dundee Securities Ltd., MGI Securities Inc. and Beacon Securities Ltd.
  • First Mountain Exploration Ltd. Toronto Venture: FMX Calgary C$1.8 million Finalized the terms and conditions of a nonbrokered equity private placement of up to 10 million common shares at $0.08 per share and up to 10 million common shares issued on a flow-through basis at $0.10 per share.

DEBT

  • Statoil ASA NYSE: STO Stavanger, Norway US$2.5 billion Executed debt capital market transactions through the issuance of EUR850 million notes due 2020, EUR650 million notes due 2025, and GBP350 million notes due 2041. Net proceeds will be used for general corporate purposes.
  • Antero Resources LLC N/A Denver US$2 billion Increased the borrowing base under its bank credit facility by $250 million. JPMorgan Chase Bank NA and Wells Fargo Bank NA co-led the bank syndicate.
  • Blue Racer Midstream LLC N/A Dallas US$800 million Secured a five-year credit facility, which can be expanded to $1 billion. Proceeds will be used to develop midstream assets in the Utica shale, including natural gas gathering, processing, fractionation and natural gas liquids transportation. Wells Fargo Securities LLC and RBS Securities Inc. were joint book-runners and joint lead arrangers. Comerica Bank, RBC Capital Markets, SunTrust Robinson Humphrey Inc. and US Bank National Association were also joint lead arrangers.
  • Cenovus Energy Inc. NYSE: CVE Calgary US$800 million Completed a public offering of senior unsecured notes in two series of $450 million notes due 2023 and $350 million notes due 2043. Net proceeds will be used to fund the redemption of its $800 million notes due 2014. Merrill Lynch Pierce Fenner & Smith Inc., Barclays Capital Inc., JP Morgan Securities LLC, Morgan Stanley & Co. LLC, RBC Capital Markets LLC and TD Securities (USA) LLC were joint book-running managers.
  • Plains All American Pipeline LP NYSE: PAA Houston US$700 million Completed an underwritten public offering of senior unsecured notes due 2023 at 99.792% with a yield to maturity of 3.874%. Net proceeds will be used to repay outstanding borrowings under its credit facilities and for general partnership purposes. JP Morgan Securities LLC, Merrill Lynch Pierce Fenner & Smith Inc., DNB Markets Inc. and Mizuho Securities USA Inc. were joint book-running managers.
  • Nabors Industries Ltd. NYSE: NBR Hamilton, Bermuda US$700 million Priced its senior unsecured notes through its wholly owned subsidiary, Nabors Industries Inc. (NII). Proceeds will be used to purchase any and all of its outstanding $1.125 billion aggregate principal amount of 9.25% senior notes due 2019.
  • CVR Refining LP NYSE: CVRR Sugar Land, Texas US$500 million Commenced an offer through its wholly owned subsidiaries, CVR Refining LLC and Coffeyville Finance Inc., to exchange outstanding 6.5% senior notes due 2022 for a like principal amount of 6.5% senior notes due 2022. CVR Refining LP is parent guarantor.
  • Hornbeck Offshore Services Inc. NYSE: HOS Covington, La. US$450 million Commenced an offer to exchange any and all of its outstanding series A senior notes due 2021 for an equal amount of its series B senior notes due 2021. Wells Fargo Bank NA is exchange agent.
  • Access Midstream Partners LP NYSE: ACMP Oklahoma City US$400 million Priced a public offering of additional 5.875% senior notes due 2021. Net proceeds will be used for general partnership purposes, including funding working capital, repayment of debt, funding the capital expenditure program, or acquisitions. Barclays, BBVA Securities, Citigroup, RBS and Wells Fargo Securities acted as joint book-running managers.
  • Halcón Resources Corp. NYSE: HK Houston US$300 million To offer senior unsecured notes due 2022 to qualified institutional buyers. Net proceeds will be used to repay outstanding borrowings used to fund acquisitions of both leasehold and producing properties in core areas.
  • NuStar Energy LP NYSE: NS San Antonio US$300 million Closed its public offering of senior notes due 2021 sold at 100% of par through its wholly owned subsidiary, NuStar Logistics LP. Net proceeds will be used to repay borrowings under its revolving credit facility. JP Morgan Securities LLC, Mizuho Securities USA Inc. and SunTrust Robinson Humphrey Inc. are joint book-running managers. Barclays Capital Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co., Mitsubishi UFJ Securities (USA) Inc., Morgan Stanley & Co. LLC and US Bancorp Investments Inc. are senior co-managers. BB&T Capital Markets, BBVA Securities Inc., BNP Paribas Securities Corp., Comerica Securities Inc., Credit Suisse Securities (USA) LLC, RBS Securities Inc. and SMBC Nikko Securities America Inc. are co-managers.
  • Black Ridge Oil & Gas Inc. OTC: ANFC Minnetonka, Minn. US$125 million Entered into a $50-million first lien revolving credit facility with Cadence Bank NA and a $75-million second lien term loan facility with Chambers Energy Management LP. Proceeds will be used to acquire and develop new, high value leaseholds in the Bakken and Three Forks. KeyBanc Capital Markets Inc. was financial advisor.
  • Goodrich Petroleum Corp. NYSE: GDP Houston US$109.3 million Entered into separate, privately negotiated exchange agreements under which it will retire its outstanding convertible senior notes due 2029 in exchange for a new series of convertible senior notes due 2032. Many terms of the 2032 notes will remain the same as the 2029 notes they replace except the principal amount of the 2032 notes will accrete at a rate of 2% per year.
  • Eagle Ford Oil & Gas Corp. OTC: ECCE Houston US$60 million Entered into a definitive agreement for up to $60 million of debt from Meridian SEZC. Proceeds will be used for the acquisition and further development of two producing properties in Madison and Hardin counties, Texas.
  • Petrowest Corp. Toronto: PRW Calgary C$30 million Entered into a new revolving operating credit facility with Bank of Montreal. A total of $18.5 million was funded at closing and $11.5 million remains available to draw. The existing $22.2 million term loan is being paid out with proceeds from the new facility and cash on hand.
  • Sure Energy Inc. Toronto: SHR Calgary C$25 million Entered into a bought-deal private placement of subscription receipts as part of a business combination transaction with Tamarack Valley Energy Ltd. Net proceeds will be used to fund 2013 and 2014 capital expenditures, post-closing of the transaction, and for general corporate purposes. Dundee Capital Markets leads the syndicate of underwriters.
  • Samson Oil & Gas Ltd. NYSE: SSN Perth, Australia US$7.2 million Placed some 318.5 million new shares and some 127.4 new options at AU$0.04 each, expiring 2017, comprising a portion of the shortfall from the rights issued on May 31. Patersons Securities Ltd. is corporate adviser and lead manager. Carter Terry & Co. is placement agent. Proceeds will be used to fund planned infill development drilling programs on its North Stockyard and Rainbow Projects.