Attached files
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| EX-10.1 - EXHIBIT 10.1 - BEST ENERGY SERVICES, INC. | ex10_1.htm |
UNITED
STATES
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): November 19, 2009 (November
9, 2009)
BEST
ENERGY SERVICES, INC.
(Exact
name of registrant as specified in its charter)
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Nevada
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000-53260
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02-0789714
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File Number)
|
(I.R.S.
Employer
Identification
Number)
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5433
Westheimer Road; Suite 825
Houston,
Texas
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77056
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(Address
of principal executive offices)
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(Zip
Code)
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(713)
933-2600
(Registrant’s
telephone number,
including
area code)
(Former
name or former address, if changed since last report.)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligations of the registrant under any of the following
provisions (see General Instruction A.2. below):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240-13e-4(c))
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Item
1.01 Entry into a Material Definitive Agreement
(a)On
November 9, 2009, 2009, Best Energy Services, Inc. (the “Company”), Bob Beeman
Drilling Company, a wholly owned subsidiary of the Company (“BBD”), Best Well
Service, Inc., a wholly owned subsidiary of the Company (“BWS”), and PNC Bank,
National Association, as agent for the lenders (“PNC”), entered into that
certain Amendment No. 4 to Revolving Credit, Term Loan and Security Agreement
(the “Fourth Amendment”). The Fourth Amendment amended the Revolving
Credit, Term Loan and Security Agreement dated February 14, 2008 between the
Company, BBD, BWS and PNC, as subsequently amended by that certain Waiver and
Amendment No. 1 dated April 15, 2009, that certain Waiver and Amendment No. 2
dated August 19, 2009 and that certain Amendment No. 3 dated October 20, 2009
(the “Loan Agreement”) as follows: the amount available under the revolving
credit line was temporarily increased by $1,650,000 from the date of the Fourth
Amendment until the earlier to occur of (i) December 31, 2009 and (ii) the date
upon which the Company receives an equity cash infusion in an amount not less
than $2,000,000 on terms and conditions satisfactory to PNC in its sole
discretion (all the proceeds of which must be used to repay amounts outstanding
under the revolving credit line), after which time this additional availability
will reduce to zero. In addition, the Fourth Amendment clarifies that
PNC is not waiving the existing events of default, including (i) the failure to
deliver monthly financial statements for the months ended July 31, 2009 and
August 31, 2009 and (ii) the aggregate balance of the revolving advances
exceeding the allowable amount. In the Fourth Amendment, PNC
expressly reserves all of its rights and remedies under the Loan Agreement, the
other documents and agreements entered into in connection with the Loan
Agreement and at law. In addition, the Fourth Amendment requires that
the Company receive an additional equity cash infusion of not less than $150,000
within 7 to 10 calendar days from the date of the Fourth
Amendment. The foregoing description of the Fourth Amendment is
qualified in its entirety by reference to the Fourth Amendment, a copy of which
is attached to this Current Report as an exhibit and incorporated herein by
reference. In consideration of the Fourth Amendment, the Company will
(i) pay to its lenders a fee of $10,000 payable $5,000 on the date of the Fourth
Amendment and $5,000 on December 7, 2009 (each as an advance on the revolving
credit line) and (ii) issue to PNC a warrant to purchase 250,000 shares of the
Company’s common stock at an exercise price of $0.25 per share.
Item
2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant
The
information provided under Item 1.01 is incorporated herein by
reference.
Item 9.01. Financial Statements and
Exhibits
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(a) Exhibits
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10.
1
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Amendment
No. 4 to Revolving Credit, Term Loan and Security Agreement dated as of
November 9, 2009 by and among Best Energy Services, Inc., Bob Beeman
Drilling Company, Best Well Service, Inc. and PNC Bank, National
Association, as agent for the
lenders.
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Dated:
November 19, 2009
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BEST
ENERGY SERVICES, INC.
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By:
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/s/ Mark G. Harrington
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Mark
G. Harrington
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Chief
Executive Officer
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EXHIBIT
INDEX
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Exhibit
No.
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Description
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Amendment
No. 4 to Revolving Credit, Term Loan and Security Agreement dated as of
November 9, 2009 by and among Best Energy Services, Inc., Bob Beeman
Drilling Company, Best Well Service, Inc. and PNC Bank, National
Association, as agent for the
lenders.
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