W&T Offshore Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by W&T Offshore, Inc. on May 10, 2012, covering events occurring on May 7 and May 8, 2012. The report details a material amendment to the company's credit facility and the results of the 2012 Annual Meeting of Shareholders held in Houston, Texas.
Key Financial Metrics and Agreements
The filing focuses on a revision to the company's debt structure rather than operational financial performance metrics such as revenue or cash flow.
- Credit Facility Amendment: On May 7, 2012, the Company executed the First Amendment to its Fourth Amended and Restated Credit Agreement.
- Borrowing Base Increase: The borrowing base was increased from $575.0 million to $650.0 million.
- Lender Participation: The number of participating lenders was increased.
- Hedging Provision: A new provision permits the Company to maintain a security interest in favor of hedging counterparties that cease to be lenders under the revolving bank credit facility.
- Terms: The termination date remains May 5, 2015. Interest rate spreads and covenants remain substantially unchanged.
Material Changes and Shareholder Actions
On May 8, 2012, the Company held its Annual Meeting of Shareholders. The following material actions were approved:
- Board Elections: All seven nominees for the Board of Directors were elected. Notable vote counts included Virginia Boulet (69,627,693 votes for) and Tracy W. Krohn (59,238,745 votes for).
- Authorized Shares: Shareholders approved an amendment to the Articles of Incorporation to increase authorized preferred stock from 2,000,000 to 20,000,000 shares.
- Accountants: The appointment of Ernst & Young LLP as independent public accountants for 2012 was ratified.
Guidance, Outlook, and Risks
The filing does not provide specific financial guidance, revenue outlook, or management commentary regarding future operational performance. The primary risk and contingency noted relates to the terms of the amended credit agreement, which is incorporated by reference as Exhibit 10.1. The filing states that the description of the amendment is not complete and is qualified by the full text of the agreement.
Key Facts for Investor Verification
- Verify the full text of the First Amendment to the Credit Agreement (Exhibit 10.1) to understand specific covenants and conditions attached to the increased $650.0 million borrowing base.
- Confirm the effective date of the Articles of Incorporation amendment regarding the increase in authorized preferred stock.
- Review the definitive proxy statement filed on April 11, 2012, for detailed background on the director nominees and shareholder proposals.
- Note that this 8-K does not contain quarterly or annual financial performance data (revenue, profit, cash flow); refer to the most recent 10-Q or 10-K for those metrics.