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FORM 10-K FOR FISCAL YEAR ENDED DECEMBER 31, 2007NOTES TO CONSOLIDATED FINANCIAL STATEMENTS4. Long-Term Debt
Our long-term debt as of December 31, 2007 and 2006,
is as follows: Bank Borrowings. At December 31, 2007, we had borrowings of
$187.0 million under our $500.0 million credit facility with a syndicate
of ten banks that has a borrowing base of $400.0 million, based entirely
on assets from continuing operations, and expires in October 2011. At
December 31, 2006, we had borrowings of $31.4 million under our credit
facility. The interest rate is either (a) the lead bank’s prime rate
(7.25% at December 31, 2007) 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. In
April 2007 we increased the borrowing base to $350.0 million; and
effective November 2007, we further increased it to $400.0 million. In
September 2007, we increased the commitment amount under the borrowing
base to $350.0 million from $250.0 million. The covenants related to
this credit facility changed somewhat with the extension of the facility
and are discussed below. We incurred $0.3 million of debt issuance costs
related to the increase of the commitment amount in 2007, and $0.6
million of debt issuance costs related to the extension of this facility
in 2006, 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. 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. Under the terms
of the credit facility, we can increase this commitment amount to the
total amount of the borrowing base at our discretion, subject to the
terms of the credit agreement. The borrowing base amount is
re-determined at least every six months and the next scheduled borrowing
base review is in May 2008. Interest expense on the credit facility, including commitment fees
and amortization of debt issuance costs, totaled $6.1 million in 2007,
$1.5 million in 2006, and $1.0 million in 2005. The amount of commitment
fees included in interest expense, net was $0.5 million in 2007, $0.6
million in 2006 and $0.5 million in 2005. 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. 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 $12.0 million in 2007 and
$11.9 million in both 2006 and 2005. Senior Subordinated Notes Due 2012. These notes consisted of
$200.0 million of 9-3/8% senior subordinated notes due May 2012, which
were issued on April 16, 2002 and were scheduled to mature on May 1,
2012. Interest on these notes was payable semiannually on May 1 and
November 1. As of June 18, 2007, we redeemed all $200.0 million of these
notes. In the second quarter of 2007, we recorded a charge of $12.8
million related to the redemption of these notes, which is recorded in
“Debt retirement costs” on the accompanying consolidated statement of
income. The costs were comprised of approximately $9.4 million of
premium paid to redeem the notes, and $3.4 million to write-off
unamortized debt issuance costs. Interest expense on the 9-3/8% senior subordinated notes due 2012,
including amortization of debt issuance costs totaled $8.9 million in
2007 and $19.2 million in both 2006 and 2005. Senior Notes Due 2017. These notes consist of $250.0 million of
7-1/8% senior notes due 2017, which were issued on June 1, 2007 at 100%
of the principal amount and will mature on June 1, 2017. 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 will rank senior to any future
subordinated indebtedness of Swift Energy. Interest on these notes is
payable semi-annually on June 1 and December 1, and commencing on
December 1, 2007. On or after June 1, 2012, we may redeem some or all of
these notes, with certain restrictions, at a redemption price, plus
accrued and unpaid interest, of 103.563% of principal, declining in
twelve-month intervals to 100% in 2015 and thereafter. In addition,
prior to June 1, 2010, we may redeem up to 35% of the principal amount
of the notes with the net proceeds of qualified offerings of our equity
at a redemption price of 107.125% of the principal amount of the notes,
plus accrued and unpaid interest. We incurred approximately $4.2 million
of debt issuance costs related to these notes, which is included in
“Debt issuance costs” on the accompanying balance sheets and will be
amortized to interest expense, net over the life of the notes using the
effective interest method. In the event of 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 7-1/8% senior notes due 2017, including
amortization of debt issuance costs, totaled $10.6 million for the year
ended December 31, 2007. The maturities on our long-term debt are $0 for 2008, 2009 and 2010,
$337 million for 2011, and $250 million thereafter. We have capitalized interest on our unproved
properties in the amount of $9.5 million, $9.2 million, and $7.2
million, in 2007, 2006, and 2005, respectively.
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This page was last updated on Wednesday, March 05, 2008 , at 04:35:07 PM . Copyright © 1994-2008 by Swift Energy Company. |
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