Nighthawk Energy Share Discussion Threads

[marmar80] 09/5/2018 10:12

Ranald, this court is to protect the PLAN from angry shareholders and bank. Plan is to sell producing asset cheap to already chosen company. Sell cheap with high commission, that seems to be a hidden agenda here imo. Why company didn't agree for EGM when JC asked for? Was it legal to say no?

[ranald] 09/5/2018 10:06

As I understand it the company is trading - it has merely sought protection from the Courts re the possibility that the Bank might seek liquidation of assets due to the loan condition breach.

[philmac56] 09/5/2018 09:45

is our Rick the equivalent of ...




My correspondence between JC & myself suggests that JC his hitting a brick wall with board members

[marmar80] 09/5/2018 09:36

We have a blind captain steering this ship or a very clever fox with own plan to get some good money before retirement.

[blakieboy7] 09/5/2018 09:19

Was thinking the same thing marmar

[marmar80] 09/5/2018 09:00

Oil - $71-77 and we are not trading ffs!

[marmar80] 08/5/2018 01:23

A year after Gutteridge left, Rick is closing UK office. The guy who founded Nighthawk is leaving. Rick thinks it's better to stay close to the producing LLC company, but same time company is losing contact with big world and other CEOs in London City. The plan to save some money was good, but seems Rick started losing control over the Gutteridge's plan sitting beside drying wells in US. Maybe he had enough and came up with idea, fexk this, they don't pay me anyway, time to sell all to the one who can pay most and start own retirement? Rick needs to get the shxt together if he wants to save this bird! Doesn't matter if he's got 38 or 30 years of experience. Even 15 years is enough to make responsible and quick actions!

[marmar80] 08/5/2018 00:57

20 October 2015NIGHTHAWK ENERGY PLC("Nighthawk" or "the Company")Organisational ChangesandDirectorate ChangeNighthawk, the US focused oil development and production company (AIM: HAWK and OTCQX: NHEGY),announces that it has completed an internal review of its current cost structure and has identified a number of margin enhancement and operational efficiency opportunities that it has begun implementing. Many of these improvements will begin to be realized later this year with the full impact being realized in 2016.These margin enhancement and operational efficiency opportunities are: -- Consolidation of finance and accounting functions to the Denver Office; -- Staffing changes; and -- Reduction of Corporate G&A. Consolidation of Finance FunctionIn an effort to streamline the accounting and finance functions and to integrate them more fully with the operations functions, the Company plans to consolidate its financial and accounting functions to the Denver office. As a result of this consolidation, Mr. Richard Swindells, CFO and a Board member, who has served with the Company in the UK since 2011 and has been key in the Company's successes during a period of considerable growth, has agreed to leave the Company effective as of November 7, 2015 and will be resigning as a director and as Company Secretary.Mr. Kurtis Hooley will be joining the Company in Denver as the new CFO and Company Secretary, effective as of November 7, 2015, and will be responsible for all accounting, finance and administrative functions of the Company. Previously, these functions have been split between Denver and London and the Company believes this consolidation will result in better alignment of these functions with its US operations and more streamlined accounting and financial functions with all personnel now in the same office. Mr. Hooley will not join the Board of Directors.Mr. Hooley has over 25 years of financial and operational management experience, which includes 11 years of experience with an international accounting and audit firm and 10 years of experience with a US public Exploration and Production energy company, Double Eagle Petroleum Co., where he held both the CFO and COO titles.Staffing ChangesMr. Mike Thomsen, Nighthawk's VP of Geology, has left the Company with immediate effect to pursue other opportunities. Mr. Thomsen was a founder of the Company and held a series of senior management positions during his tenure. This change does not affect Nighthawk's geological team who were instrumental in the discovery of the Mississippian Spergen geological play within the Company's acreage.In addition, Nighthawk has reduced its field personnel by two positions.Reduction of Corporate G&A costsIn conjunction with the planned consolidation of the financial and accounting functions in Denver, the Company will be reducing its UK administrative activities that are duplicative to those performed in the US office. Although the Company will maintain a UK presence, it is expected that these changes will not only reduce costs but will substantially streamline Nighthawk's corporate functions.The Board will continue to review costs, head count and reporting structures in order to realize further cost savings and operation efficiencies where achievable.Mr. McCullough, Executive Chairman, said:"While we are always looking for ways to cut our costs and improve our operations and efficiencies, this is particularly important in the current, tough oil price environment. We'd like to thank Richard Swindells for his service and contribution to the Company since 2011, and in particular I'd like to thank Richard for his support and assistance during my first year as Nighthawk's Chairman."We also wish to thank Mike Thomsen for his service and contributions to Nighthawk Energy since 2006. We wish Richard and Mike well in their respective new endeavors."I am pleased to welcome Kurtis Hooley to our company and believe the consolidation of our accounting and financial functions in Denver will result in considerable efficiencies being realized. Kurtis brings a unique combination of energy finance and operations experience that will further enhance our Denver team."Enquiries: Nighthawk Energy plc Rick McCullough, Executive Chairman

[marmar80] 08/5/2018 00:45

Poor Mr Gutteridge didn't expect in 2014 that Hawk 'in strong hands' will be collapsing just 3 years later..

[marmar80] 08/5/2018 00:41

23 September 2014NIGHTHAWK ENERGY PLC("Nighthawk" or "the Company")Appointment of Executive ChairmanNighthawk, the US focused oil development and production company (AIM: HAWK and OTCQX: NHEGY), announced on 31 March 2014 that Stephen Gutteridge had informed the Company of his intention to step down from his position as Executive Chairman.The Company is pleased to announce that Richard ("Rick") W. McCullough has been appointed as Executive Chairman, effective from 1 October 2014. Rick will be based in Denver, USA.Rick has over 30 years' experience in the US energy and oil and gas industries with over 20 years at the executive level. He served with PDC Energy Inc. as Chief Financial Officer from 2006 to 2008 and as Chief Executive and then Chairman from 2008 until 2011, where he led a strategic turnaround resulting in an almost four-fold increase in share price. In 2011, he was named as CEO of the year for US mid-cap companies by Investor Relations Magazine. PDC Energy is a NASDAQ listed, independent oil and gas company operating in Colorado and the Marcellus Shale in West Virginia, with a current market capitalization of US$1.9 billion.Prior to joining PDC Energy, Rick served as President and Chief Executive Officer at Gasource, LLC and as an investment banker at JP Morgan. During his career, he has led teams in completing over three billion dollars of transactions in the energy markets.Stephen has been Executive Chairman since January 2012. Over the past two years Nighthawk has built a strong foundation for further success with attractive assets, good production levels and strong operating cash-flow, and the US operation has grown to achieve critical mass. He has been working with Rick in recent weeks to expedite an efficient handover of responsibilities. Stephen will retire as a director of Nighthawk and leave the Company on 30 September 2014.Stephen Gutteridge, Chairman of Nighthawk, commented:"As signaled earlier this year, we are restructuring the Board so as to move the focus of executive responsibility to the US where the Company operates. Our Denver team has delivered significant success over the past two years and built a US company that has good future prospects."Rick brings a wealth of experience to the Company and a strong track record of delivering growth married to disciplined risk management, efficient capital employment and transaction experience."Having stabilized the business and overseen a successful turnaround, I'm confident that I am stepping down with Nighthawk well-positioned to enjoy a period of strong growth and value creation."Rick McCullough, Chairman-elect of Nighthawk, commented:"I am looking forward to working with the Nighthawk Board and team in Denver and the UK to build further on the successes achieved since 2012 and to drive further value from the substantial opportunities available to Nighthawk in its next stage of development."Johan Claesson, Non-executive Director of Nighthawk, commented:"I have worked with Stephen and the board since Nighthawk's restructuring and refinancing of early 2012, a process in which Stephen was instrumental. Stephen has worked with both shareholders and the operational team and has been a key contributor to Nighthawk's achievements during this time."With his open mind, good business sense, as well as an objective of considering the interests of all shareholders alike, Stephen has created an atmosphere of trust and credibility for Nighthawk, which I believe is one of the key factors for success in companies with growth ambitions."On behalf of all shareholders, the Board and the Company, I would like to wish Stephen every success going forward and I am confident that he will find other situations where he can bring his skills to bear in creating shareholder value."Looking forward, I am pleased that we have secured a new Chairman in Rick McCullough. Rick brings with him a strong track record in growing cash flow and value in the exploration and production space and I look forward to working closely with him."- Ends-Enquiries: Nighthawk Energy plc Stephen Gutteridge, Chairman

[marmar80] 08/5/2018 00:27

In April 2014 the Board was strengthened by the appointment of Johan Claesson and Chuck Wilson as directors. Johan is Nighthawk's largest shareholder and has supported the Company with short-term financing when required. Chuck is the Chief Operating Officer based in Denver. The focus for the Company's executive debate and decision making is in Denver and a further change to the Board was to appoint a Denver based Chairman to lead the company through this next exciting period and I am delighted to welcome Rick McCullough to the Board to succeed me from 1 October 2014. In addition to the changes at Board level the Denver team has been expanded to include additional geological and petroleum and production engineering experience.With a clear strategy, multiple new opportunities and a strengthened team, the final piece of the jigsaw was to refinance the Company's debt introducing more structured, longer term, reserve-based lending facilities. This has been successfully accomplished with the new $100 million headline facility from Houston based Commonwealth Bank of Australia.As a result Nighthawk is now strongly positioned to capitalize on the significant upside potential that the Board sees in our Colorado assets, and I am pleased that I leave the Company in excellent shape.I would like to thank our shareholders, staff and suppliers for their valuable support over the past period.Stephen GutteridgeExecutive Chairman29 September 2014

[marmar80] 08/5/2018 00:20

29 September 2014NIGHTHAWK ENERGY PLC("Nighthawk" or "the Company")$100 million Debt FacilityNighthawk, the US focused oil development and production company (AIM: HAWK and OTCQX: NHEGY), announces that it has completed the agreement with Commonwealth Bank of Australia ("CBA") for the US$100 million Reserve Based Lending ("RBL") facility announced last month.Key Features of the RBL-- US$100 million Senior Secured Revolving RBL facility with an initial borrowing base of US$35 million -- Four year maturity with potential for extension by agreement -- Regular redeterminations based upon Nighthawk's petroleum reserves - first redetermination in late fourth quarter 2014-- Interest rates at a competitive premium to US Libor rates enabling Nighthawk to reduce substantially its borrowing costs-- The Company will be required to implement a hedging strategy and hedge a proportion of its forward production -- Restructuring and reduction of current debt Background and Business ImpactThe refinancing of Nighthawk in January 2012 provided the funding base to acquire a 100% working interest and operational control of the Company's acreage position in Colorado. This refinancing included amongst other mechanisms, convertible loan notes primarily issued to the Company's major shareholders.Over the past two years Nighthawk has established a solid foundation for future expansion by focusing on rapid growth in production and cash generation. The Company has a relatively low cost base, both operational and overheads, and all free cash generated has been reinvested in drilling, development and geoscience. In order to maintain a fast pace of development, the Board has from time to time utilized access to short-term loans provided by the Company's major shareholders and other parties including additional convertible loan notes.The RBL agreement with CBA provides the financial backing to restructure the current debt whilst increasing the level of investment in the business and maintaining the rapid pace of development that the Company has delivered over the past two years. As part of the agreement and as a condition for initial drawdown against the RBL facility, CBA required restructuring of Nighthawk's current debt.Restructuring of Current Debt-- The redemption date on GBP5.17 million outstanding of zero coupon loan notes due January 2015 will be deferred to March 2019-- The redemption date on GBP3.14 million outstanding of 9% coupon loan notes due June 2015 will be deferred to March 2019 -- $10 million of short-term unsecured debt will be repaid immediately The Company has drilling and development plans in place for the balance of 2014 and early 2015 which includes further development drilling at Arikaree Creek and Snow King, the Company's first horizontal well, and further exploration of structural plays. In order to ensure certainty that funding is available for investment in this plan, repayment of the remaining balance of $10 million of short-term unsecured debt will be contractually deferred until March 2019. However, the Board considers it likely that further production growth and drilling success will result in an increase in the borrowing base of the RBL and earlier repayment of this remaining debt, subject to agreement with CBA.Restructuring of WarrantsThe Company has also agreed to an extension of the exercise dates on certain warrants issued to the providers of debt to the Company as follows:--- 100 million warrants with a strike price of 5 pence per share were issued in January 2012 in lieu of interest payments on the zero coupon loan notes due January 2015. The exercise date on these warrants is extended initially to March 2019. Certain holders of these loan notes are restricted from conversion under Rule 9 of the UK Takeover code. The Company may claw back the exercise date to September 2017 in the event that it delivers by 23 January 2015 an arrangement which enables conversion by such holders without a breach of Rule 9 of the Takeover Code.-- 30 million warrants with a strike price of 7.25 pence per share were issued in July 2013 in lieu of security on the short-term funding provided to enable exercise of the option to purchase Running Foxes Petroleum Inc's remaining 25% working interest. The exercise date on these warrants is extended to March 2019 in lieu of security on the extended $10 million unsecured loan.Related Party MattersThe restructuring of debt and warrants has been agreed between the lenders, principal warrant holders and Nighthawk's board of directors and meets CBA's requirements for initial drawdown of the new RBL facility. A significant proportion of the restructured debt and the warrants is held directly or indirectly by the Company's two largest shareholders Johan Claesson, who is also a non-Executive Director of the Company, and Peter Gyllenhammar.The restructured debt and warrants held by Johan Claesson and parties associated with him is as follows:- -- GBP4.1 million of zero coupon loan notes due January 2015 to be deferred to March 2019 -- GBP1.6 million of 9% coupon loan notes due June 2015 to be deferred to March 2019 -- $10 million of short-term unsecured 15% coupon debt to be contractually deferred until March 2019-- 55 million warrants with a strike price of 5 pence per share issued in January 2012 with the exercise date extended to March 2019, with potential claw-back to September 2017-- 30 million warrants with a strike price of 7.25 pence per share issued in July 2013 with the exercise date extended to March 2019Johan Claesson is a non-executive director and a substantial shareholder of the Company and therefore the restructuring of the debt and the warrants is a related party transaction under the AIM Rules for Companies. The Directors of Nighthawk (other than Johan Claesson) consider, having consulted with Westhouse Securities Limited, the Company's Nominated Adviser, that the terms of the transaction are fair and reasonable in so far as the Company's shareholders are concerned.The restructured debt and warrants held by Peter Gyllenhammar and parties associated with him is as follows:- -- GBP0.6 million of zero coupon loan notes due January 2015 to be deferred to March 2019 -- GBP0.3 million of 9% coupon loan notes due June 2015 to be deferred to March 2019 -- 20 million warrants with a strike price of 5 pence per share issued in January 2012 with the exercise date extended to March 2019, with potential claw-back to September 2017Stephen Gutteridge, Chairman of Nighthawk, commented:"We are pleased to have closed the RBL agreement with the Commonwealth Bank of Australia. We have ambitious drilling and development plans for the rest of this year and next and our first priority as a board is to ensure that we can fund those plans and maintain the momentum that we have built up over the past two years. With the immediate repayment of $10 million of existing high coupon debt we will make substantial debt service cost savings, and the restructuring of the remaining debt will ensure that we retain the operational and financial flexibility to deliver increased value from the significant potential in our acreage."- Ends-Enquiries: Nighthawk Energy plc Stephen Gutteridge, Chairman

[marmar80] 07/5/2018 12:38

Mallorca, why nonsense?

[mallorca 9] 07/5/2018 11:29

And you're talking nonsense.

[marmar80] 07/5/2018 11:01

Bear in mind recent announcements timing and earlier delays in reporting, playing with dates etc. Now less than a month left for the bank to receive money or some sort of new deal. But can deal still happen once the new guy is appointed? Fresh money or assets sale. Will they allow fresh money to be received from private investors or prefer easy asset sale to already chosen company? Can JC or anyone else influence their decision and make them think about shareholders and future of Nighthawk Energy, at least once? Many questions, I know, but I'm so mad about this robbery lads!

[marmar80] 07/5/2018 10:51

PWhite, I cannot agree. I see this as a sort of personal deal being made behind closed doors. No interaction with shareholders and rush in appointing new guy to sell assets makes things clear to me. Only JC and fresh loan to pay off the bank can help. From this what I see JC tried to give a hand to the company but it was refused by CEO. Why? Maybe exactly this what I wrote is happening over the last year. Now they closing the deal and Chapter 11 only helps them to separate business from shareholders.

[mallorca 9] 07/5/2018 10:25

One thing in Ricks defence ...The CP members (JC and his family etc) must be prepared to write off their loans, eg, they are still paying themselves 15% interest on the $3.5m they put up for WF.

[mallorca 9] 07/5/2018 09:59

Perhaps an asset sale will go ahead - the current well is drying up anyway.If that clears the debt then perhaps it would be better to start again as a explo Co debt free. P.White surely they can still raise finance- first though there would be a share consolidation, say 1 share for every 100 .. Bringing the share price to around 10p. Funding can then be sought from there.JC needs to show some intent in the next week though.

[mallorca 9] 07/5/2018 09:47

US oil now over $70. Chapter 11 is a defence mechanism which prevents the bank from foreclosure. Companies can come out of chapter 11 quite successfully however in this case HAWK is only currently pursuing one course which is assets ale. The only saviour can be JC.J WHITE. ... could JC fire Rick in these circumstances and bring in a new financial partners? .

[pwhite73] 07/5/2018 09:36

marmar80

Going into Chapter 11 is not what the CEO or board would have wanted. HAWK has gone into Chapter 11 because the main creditor is being inflexible. The fact that as a company they have not been issuing billions of diluted shares indicates to me they are not malevolent to ordinary shareholders. Unlike a few companies I can name.

[marmar80] 06/5/2018 23:42

Looks like May bank holiday doesn't help us to gather more votes. Timing bad for shareholders. Announcement of this new guy on board Friday EOD before bank holiday planned perfectly by CEO.

[marmar80] 06/5/2018 19:13

How many percent owns JC?

[pwhite73] 06/5/2018 13:19

b1gjake

You can't call an EGM just by gathering 5% of like minded shareholders. Either one shareholder must have 5% or you all get together and pool your shares into a registered company then call an EGM when required. You cannot call an EGM as a collective of people. Furthermore the company can take legal action against you if you solicit the support of a diaspora of shareholders for the purpose of collectively voting one way to undermine the company. Best get your entity properly registered and recognised before you start pooling votes together.

Personally speaking I don't believe the shares will relist. The company is in Chapter 11 and it does not use its listing to raise finance. If it were to relist any rescue package would have to include about £250k for the AIM listing fees. What would be the purpose of that unless it intended to raise new equity.

Good luck anyway.

[b1gjake] 06/5/2018 12:02

marmar80. I think PWHITE is right. The whole point of Chapter 11 is to shelter the company from what it perceives as any hostile action. That includes shareholders and creditors. The good news though is Rick and Chuck can't take a dump without the courts approval.

So far I have had about 3.5% of shares pledged in an effort to bring about an EGM. I think we should keep striving for the 5% just incase other options become available.