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FORM 10-K FOR FISCAL YEAR ENDED DECEMBER 31, 2006NOTES TO CONSOLIDATED FINANCIAL STATEMENTS4. Long-Term Debt
Our long-term debt as of December 31, 2006 and 2005,
is as follows:
Bank Borrowings 7-5/8% senior notes due 2011 150,000,000 9-3/8% senior subordinated notes due 2012 200,000,000 Long-Term Debt $ Bank Borrowings. At December 31, 2006, we had borrowings of
$31.4 million under our $500.0 million credit facility with a syndicate
of ten banks that has a borrowing base of $250.0 million and expires in
October 2011. At December 31, 2005, we had no borrowings under our
credit facility. The interest rate is either (a) the lead bank’s prime
rate (8.25% at December 31, 2006) or (b) the adjusted London Interbank
Offered Rate (“LIBOR”) plus the applicable margin depending on the level
of outstanding debt. The applicable margin is based on the ratio of the
outstanding balance to the last calculated borrowing base. In October
2006, we increased, renewed and extended this credit facility,
increasing the facility to $500 million from $400 million, increasing
the commitment amount under the borrowing base to $250 million from $150
million, and extending its expiration to October 3, 2011 from October 1,
2008. The other terms of the credit facility stayed largely the same.
The covenants related to this credit facility changed somewhat with the
extension of the facility and are discussed below. We incurred $0.6
million of debt issuance costs related to the extension of this facility
in 2006 and $0.4 million of debt issuance costs related to the renewal
of this facility in 2004, which is included in “Debt issuance costs” on
the accompanying consolidated balance sheets and will be amortized to
interest expense over the life of the facility. The terms of our credit facility include, among other
restrictions, a limitation on the level of cash dividends (not to exceed
$15.0 million in any fiscal year), a remaining aggregate limitation on
purchases of our stock of $50.0 million, requirements as to maintenance
of certain minimum financial ratios (principally pertaining to adjusted
working capital ratios and EBITDAX), and limitations on incurring other
debt or repurchasing our 7-5/8% senior notes due 2011 or 9-3/8% senior
subordinated notes due 2012. Since inception, no cash dividends have
been declared on our common stock. We are currently in compliance with
the provisions of this agreement. The credit facility is secured by our
domestic oil and natural gas properties. We have also pledged 65% of the
stock in our two New Zealand subsidiaries as collateral for this credit
facility. The borrowing base is re-determined at least every six months
and was reconfirmed by our bank group at $250.0 million effective
November 1, 2006, and the commitment amount was increased to $250.0
million effective October 2, 2006. The next scheduled borrowing base
review is in May 2007. Interest expense on the credit facility, including
commitment fees and amortization of debt issuance costs, totaled $1.5
million in 2006, $1.0 million in 2005, and $1.5 million in 2004. The
amount of commitment fees included in interest expense, net was $0.6
million in 2006, and $0.5 million in both 2005 and 2004. Senior Subordinated Notes Due 2009. These notes consisted of
$125.0 million of 10-1/4% senior subordinated notes, which were issued
at 99.236% of the principal amount on August 4, 1999, and were scheduled
to mature on August 1, 2009. These notes were unsecured senior
subordinated obligations with interest payable semiannually, on February
1 and August 1. In June 2004, we repurchased $32.1 million of these
notes pursuant to a tender offer. In July 2004, we repurchased an
additional $0.5 million of these notes, and as of August 1, 2004, we
redeemed the remaining $92.5 million in outstanding notes. In 2004, we
recorded a charge of $9.5 million related to the repurchase of these
notes, which is recorded in “Debt retirement costs” on the accompanying
consolidated statement of income. The costs were comprised of
approximately $6.5 million of premiums paid to repurchase the notes,
$2.2 million to write-off unamortized debt issuance costs, $0.6 million
to write-off unamortized debt discount, and approximately $0.2 million
of other costs. Interest expense on the 10-1/4% senior subordinated
notes due 2009, including amortization of debt issuance costs and
discount, totaled $7.4 million in 2004. Senior Notes Due 2011. These notes consist of $150.0 million
of 7-5/8% senior notes, which were issued on June 23, 2004 at 100% of
the principal amount and will mature on July 15, 2011. The notes are
senior unsecured obligations that rank equally with all of our existing
and future senior unsecured indebtedness, are effectively subordinated
to all our existing and future secured indebtedness to the extent of the
value of the collateral securing such indebtedness, including borrowing
under our bank credit facility, and rank senior to all of our existing
and future subordinated indebtedness. Interest on these notes is payable
semi-annually on January 15 and July 15, and commenced on January 15,
2005. On or after July 15, 2008, we may redeem some or all of the notes,
with certain restrictions, at a redemption price, plus accrued and
unpaid interest, of 103.813% of principal, declining to 100% in 2010 and
thereafter. In addition, prior to July 15, 2007, we may redeem up to 35%
of the notes with the net proceeds of qualified offerings of our equity
at a redemption price of 107.625% of the principal amount of the notes,
plus accrued and unpaid interest. We incurred approximately $3.9 million
of debt issuance costs related to these notes, which is included in
“Debt issuance costs” on the accompanying consolidated balance sheets
and will be amortized to interest expense, net over the life of the
notes using the effective interest method. Upon certain changes in
control of Swift Energy, each holder of notes will have the right to
require us to repurchase all or any part of the notes at a purchase
price in cash equal to 101% of the principal amount, plus accrued and
unpaid interest to the date of purchase. The terms of these notes
include, among other restrictions, a limitation on how much of our own
common stock we may repurchase. We are currently in compliance with the
provisions of the indenture governing these senior notes. Interest expense on the 7-5/8% senior notes due 2011,
including amortization of debt issuance costs totaled $11.9 million in
both 2006 and 2005, and $6.2 million in 2004. Senior Subordinated Notes Due 2012. These notes consist of
$200.0 million of 9-3/8% senior subordinated notes, which were issued on
April 11, 2002 and will mature on May 1, 2012. The notes are unsecured
senior subordinated obligations and are subordinated in right of payment
to all our existing and future senior debt, including our bank credit
facility. Interest on these notes is payable semiannually on May 1 and
November 1, with the first interest payment on November 1, 2002. On or
after May 1, 2007, we may redeem these notes, with certain restrictions,
at a redemption price, plus accrued and unpaid interest, of 104.688% of
principal, declining to 100% in 2010. Upon certain changes in control of
Swift Energy, each holder of these notes will have the right to require
us to repurchase the notes at a purchase price in cash equal to 101% of
the principal amount, plus accrued and unpaid interest to the date of
purchase. The terms of these notes include, among other restrictions, a
limitation on how much of our own common stock we may repurchase. We are
currently in compliance with the provisions of the indenture governing
these subordinated notes due 2012. Interest expense on the 9-3/8% senior subordinated
notes due 2012, including amortization of debt issuance costs totaled
$19.2 million for each of the years 2006, 2005, and 2004. The maturities on our long-term debt are $0 for 2007,
2008, 2009 and 2010, $181.4 million for 2011, and $200 million
thereafter. We have capitalized interest on our unproved
properties in the amount of $9.2 million, $7.2 million, and $6.5
million, in 2006, 2005, and 2004, respectively.
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This page was last updated on Tuesday, March 27, 2007 , at 03:13:44 PM . Copyright © 1994-2008 by Swift Energy Company. |
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