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Revolving Credit Facility
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6 Months Ended | |||||||||
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Jun. 30, 2011
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| Revolving Credit Facility [Abstract] | ||||||||||
| Revolving Credit Facility |
4. Revolving Credit Facility
At June 30, 2011, we had a $300 million revolving credit facility with a borrowing base set at
$200 million. The borrowing base is redetermined semi-annually on or before each April 1 and
October 1
based on our oil, NGL and gas reserves. We or the lenders can each request one additional
borrowing base redetermination each calendar year.
The maturity date under our revolving credit facility is July 31, 2014. Borrowings bear
interest based on the agent bank’s prime rate plus an applicable margin ranging from 0.75% to
1.75%, or the sum of the Eurodollar rate plus an applicable margin ranging from 1.75% to 2.75%.
Margins vary based on the borrowings outstanding compared to the borrowing base. In addition, we
pay an annual commitment of 0.50% of unused borrowings available under our revolving credit
facility.
Effective May 4, 2011, we entered into a tenth amendment (the “Tenth Amendment”) to our credit
agreement, which (i) increased the borrowing base under the credit agreement to $200 million from
$150 million, (ii) increased the lenders’ aggregate maximum commitment to $300 million from $200
million, (iii) extended the maturity date of the credit agreement by two years to July 31, 2014,
(iv) increased the consolidated funded debt to consolidated EBITDAX ratio covenant to a ratio of
not more than 4 to 1 from a ratio of not more than 3.5 to 1, (v) permitted the issuance of up to
$200 million of senior unsecured debt; provided, that any such debt issuance will reduce the
borrowing base by 25% of the principal amount of the issuance, and (vi) added a fifth bank, Royal
Bank of Canada, to the lending group.
The Tenth Amendment also revised the applicable rate schedule to decrease the Eurodollar rate
margin to a range of 1.75% to 2.75% from a range of 2.25% to 3.25% and decreased the base rate
margin to a range of 0.75% to 1.75% from a range of 1.25% to 2.25%, each determined by the
then-current percentage of the borrowing base that is drawn.
We had outstanding borrowings of $93.6 million under our revolving credit facility at June 30,
2011. We had no outstanding borrowings at December 31, 2010. The interest rate applicable to our
revolving credit facility at June 30, 2011, was 2.71%. We also had outstanding unused letters of
credit under our revolving credit facility totaling $350,000 at June 30, 2011, which reduce amounts
available for borrowing under our revolving credit facility.
Loans under our revolving credit facility are secured by first priority liens on substantially
all of our West Texas assets and are guaranteed by our subsidiaries.
Covenants
Our credit agreement contains two principal financial covenants:
Our credit agreement also restricts cash dividends and other restricted payments, transactions
with affiliates, incurrence of other debt, consolidations and mergers, the level of operating
leases, assets sales, investments in other entities and liens on properties.
In addition, our credit agreement contains customary events of default that would permit our
lenders to accelerate the debt under our credit agreement if not cured within applicable grace
periods, including, among others, failure to make payments of principal or interest when due,
materially incorrect representations and warranties, failure to make mandatory prepayments in the
event of borrowing base deficiencies, breach of covenants, defaults upon other obligations in
excess of $500,000, events of bankruptcy, the occurrence of one or more unstayed judgments in
excess of $500,000 not covered by an acceptable policy of insurance, failure to pay any obligation
in excess of $500,000 owed under any derivatives transaction or in any amount if the obligation
under the derivatives transaction is secured by collateral under the credit agreement, any event of
default by the Company occurs under any agreement entered into in connection with a derivatives
transaction, liens securing the loans under the credit agreement cease to be in place, a Change in
Control (as defined in the credit agreement) of the Company occurs, and dissolution of the Company.
At June 30, 2011, we were in compliance with all of our covenants and had not committed any
acts of default under the credit agreement.
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