Securities and Exchange Commission
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
FEBRUARY 15, 2000
BLACK WARRIOR WIRELINE CORP.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-18754 11-2904094
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
3748 HIGHWAY 45 NORTH, COLUMBUS, MISSISSIPPI 39701
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(Address of principal executive offices)
Registrant's telephone number, including area code: (601) 329-1047
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(Former name or former address, if changed since last report)
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ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) None required.
(b) None required.
(c) Exhibits:
EXHIBIT NUMBER DESCRIPTION OF DOCUMENT
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99.9 Press Release dated February 15, 2000
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of
1934, the Registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
BLACK WARRIOR WIRELINE CORP.
Dated: February 15, 2000 By: /s/ William L. Jenkins
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William L. Jenkins, President
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FOR IMMEDIATE RELEASE
BLACK WARRIOR WIRELINE CORP., ANNOUNCES NEW FINANCING
Tuesday, February 15, 2000
COLUMBUS, Mississippi, February 15, 2000 - Black Warrior Wireline Corp., (OTC
Bulletin Board: BWWL) ("Black Warrior" or the "Company") announced today that it
had closed a $25.0 million senior secured debt facility with Coast Business
Credit, a division of Southern Pacific Bank. The facility consists of two term
notes totaling $16.5 million and a working capital revolving loan of $8.5
million. The proceeds of the facility will be used to repay all existing Black
Warrior senior lenders and for working capital purposes.
Black Warrior also closed a new $7.0 million subordinated debt facility with
various lenders related to St. James Capital, its primary existing subordinated
debt lender. The new subordinated debt is convertible into shares of the
Company's common stock at a conversion price of $0.75 per share. The proceeds of
the new subordinated debt will be used for working capital and capital
expenditures. In connection with the issuance of the subordinated debt, warrants
to purchase approximately 28.7 million shares of the Company's common stock were
issued to subordinated lenders. These warrants are exercisable at $0.75 per
share and expire five years after issuance.
In conjunction with the new senior and subordinated debt, $2.0 million of
previously outstanding subordinated debt was converted into common shares at a
conversion price of $0.75 per share.
Bill Jenkins, President of Black Warrior, said, "The new senior debt facility
and new subordinated debt provide Black Warrior the flexibility and access to
working capital needed to meet our expanding sales volume. In connection with
this refinancing, our balance sheet has been improved dramatically, and we are
looking forward to improved customer confidence in our financial stability. St.
James Capital, our financial partner, has shown its continued confidence in our
management and business plan by its participation in the subordinated debt
component of the refinancing. The new senior debt facility and new subordinated
debt provide a comprehensive solution for the capital the Company will require
to take advantage of growth opportunities as they arise."
Mr. Jenkins commented further on the general oil field service sector
environment, "The oil field service sector is beginning to benefit from the
effects of the rebound in oil prices, which have increased by over 100% since
January 1998. The recovery and stabilization of oil prices are resulting in
increasing activity and improving margins for Black Warrior, and we expect this
trend to continue."
John Thompson, President of St. James, which manages two investment funds
investing primarily in the oil and gas industry, and a director of Black
Warrior, commented, "St. James is excited about the oil field service sector as
a whole and the opportunities for Black Warrior. The Company has strong
leadership and we support management's growth plans."
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Black Warrior is an oil and gas service company providing various services to
oil and gas well operators primarily in the United States and in the Gulf of
Mexico. The Company's principal lines of business include (a) wireline services,
(b) directional oil and gas well drilling activities, including surveying
services and (c) workover services.
The new $25.0 million senior loan facility with Coast Business Credit consists
of a $14.5 million tern loan which amortizes over 72 months, a $2.0 million term
loan which amortizes over 48 months, and a revolving line of credit equal to the
difference between $25.0 million and the balance of the two term loans. The
initial availability under the revolver is $8.5 million, subject to maximum
advances against accounts receivable. The interest rate on the revolver is prime
plus 1%, and the interest rate on the term loans is prime plus 2%. The facility
matures on January 24, 2003. The loans are secured by all of Black Warrior's
assets. The new subordinated debt notes totaling $7.0 million accrue interest at
10% through September 30, 2000, then increase to 15% until paid in full. No
interest or principal payments are required until the loans mature on January
15, 2001. These subordinated notes and related accrued interest are convertible
into shares of the Company's common stock at a conversion price of $0.75 per
share.
This Press Release may contain statements which constitute forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995 including statements regarding the plans, intentions, beliefs and current
expectations of the Company, its directors, or its officers with respect to the
future business activities, financing activities and operating performance of
the Company. Investors are cautioned that any such forward-looking statements
are not guarantees of future performance and involve risks and uncertainties,
and that actual results and business and financing activities may differ
materially from those in the forward-looking statements as a result of various
factors, including, among others, the levels of and fluctuations in the prices
for oil and gas, increases in the Company's margins and level of activity, the
continuation of recent trends improving the revenues of the oil and gas service
sector, and the demand for and utilization of the Company's services. There can
be no assurance that favorable factors will continue in the future. Important
factors that could cause such difference are also described in the Company's
periodic filings with the Securities and Exchange Commission, including the
Company's annual report on Form 10-KSB and quarterly reports on Form 10-QSB.
