Business Context and Reporting Period
This Form 8-K was filed by Halcón Resources Corporation (not Battalion Oil Corp) on October 23, 2012. The report details the entry into a Material Definitive Agreement regarding a debt offering.
Key Financial Metrics
- Debt Issuance: $750 million aggregate principal amount of 8 7/8% Senior Notes due 2021.
- Issuance Price: 99.247% of face amount.
- Net Proceeds: Approximately $725.6 million (after discounts and commissions, before offering expenses).
- Bridge Loan Commitment: $500 million senior unsecured bridge loan available if the note offering fails to close.
Material Changes and Transaction Details
The Company entered into a Purchase Agreement with Wells Fargo Securities, LLC, and other initial purchasers. The transaction is structured under Rule 144A and Regulation S exemptions. Closing is scheduled for November 6, 2012, subject to customary conditions.
Use of Proceeds and Management Commentary
A portion of the net proceeds from the 2021 Notes will be used to pay cash consideration for the acquisition of oil and gas assets in the Williston Basin, North Dakota. The filing notes that affiliates of the initial purchasers are also lenders under the Company's senior revolving credit facility.
Investor Verification Checklist
- Verify the closing date of November 6, 2012, and confirm if the transaction was completed.
- Review the specific terms of the 8 7/8% Senior Notes due 2021 in the attached Purchase Agreement (Exhibit 10.1).
- Confirm the final amount of cash consideration paid for the Williston Basin assets.
- Check if the $500 million bridge loan was utilized or if the primary offering closed successfully.