Attached files
file | filename |
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EX-10.4 - GASTAR EXPLORATION, INC. | v166925_ex10-4.htm |
EX-99.1 - GASTAR EXPLORATION, INC. | v166925_ex99-1.htm |
EX-10.1 - GASTAR EXPLORATION, INC. | v166925_ex10-1.htm |
EX-10.2 - GASTAR EXPLORATION, INC. | v166925_ex10-2.htm |
EX-10.3 - GASTAR EXPLORATION, INC. | v166925_ex10-3.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 20, 2009 (November
16, 2009)
GASTAR
EXPLORATION LTD.
(Exact
Name of Registrant as Specified in Its Charter)
ALBERTA,
CANADA
|
001-32714
|
98-0570897
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
1331
LAMAR STREET, SUITE 1080
HOUSTON,
TEXAS 77010
(Address
of principal executive offices)
(713)
739-1800
(Registrant's
telephone number, including area code)
N/A
(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 obligation of the registrant under any of the following
provisions:
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
Soliciting
material pursuant to Rule 14a-12 under the exchange Act (17 CFR
240.14a-12)
|
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
SECTION
1 –
REGISTRANT’S BUSINESS AND OPERATIONS
ITEM
1.01 Entry into a Material Definitive Agreement
On
November 16, 2009, Gastar Exploration Texas, LP (“Gastar Texas”), a wholly
owned subsidiary of Gastar Exploration Ltd. (the “Company”), entered into a gas
gathering agreement (the “Gathering Agreement”), dated as of November 16, 2009
to be effective as of November 1, 2009, with Hilltop Resort GS, LLC (“Hilltop”),
a subsidiary of US Infrastructure LP (“USI”), covering Gastar Texas’ production
of natural gas in an area of mutual interest in Leon and Robertson Counties,
Texas. The Gathering Agreement provides for minimum quarterly volumes to
be gathered and has an initial term of 15 years commencing on November 1,
2009. The foregoing description of the Gathering Agreement does not
purport to be complete and is qualified in its entirety by reference to the
complete text of such agreement, a copy of which is filed as Exhibit
10.1 to this report and is incorporated herein by
reference.
The
Gathering Agreement was entered into concurrent with the sale of the Company’s
interests, held by Gastar Texas, in the Gathering System (as defined below), as
set forth under Section 2, Item 2.01 “Completion of Acquisition or Disposition
of Assets” of this report. Such information relating to Gastar
Texas’ entry into the Hilltop Sale Agreement, the Navasota Sale Agreement and
the Presco Sale Agreement (each as defined below) with respect to the sale of
the Gathering System is incorporated herein by reference and so disclosed under
this Item 1.01.
SECTION
2 – FINANCIAL INFORMATION
ITEM
2.01 Completion of Acquisition or Disposition of Assets
On November
16, 2009, Gastar Texas completed the sale of all of its interest in the Hilltop
Resort Gas Gathering System located in Leon and Robertson Counties, Texas (the
“Gathering System”). Gastar Texas entered into a purchase and sale
agreement with Hilltop dated as of November 16, 2009 (the “Hilltop Sale
Agreement”) pursuant to which Gastar Texas conveyed 70% of its interest in the
Gathering System to Hilltop for approximately $19.1 million, net of
transaction costs and expenses. Gastar Texas also entered into
purchase and sale agreements, each dated as of November 16, 2009, with two
existing working interest owners in the Hilltop area of East Texas, Navasota
Resources Ltd., LLP (“Navasota”) and Presco, Inc. (“Presco”), whereby Gastar
Texas conveyed the remaining 19% and 11% of its interest in the Gathering System
to Navasota and Presco, respectively, for an aggregate $2.6 million, net of
working interest owner costs owed to the Company. The conveyances of
Gastar Texas’ 100% interest in the Gathering System occurred simultaneously on
November 16, 2009. Total consideration received by the Company was
approximately $21.7 million, net of transaction costs and
expenses.
The
Gathering System is comprised of 20 miles of natural gas pipeline connected to
24 Company-operated wells, which produce from the middle and lower Bossier and
Knowles formations in East Texas.
There are
no material relationships, other than in respect of this transaction, between
Hilltop or USI and the Company or any of its subsidiaries or affiliates, or any
director or officer of the Company, or any associate of any such director or
officer. As previously stated, both Navasota and Presco are
non-operating working interest owners with the Company with respect to certain
natural gas and oil leases in Leon and Robertson Counties, Texas.
The
foregoing descriptions of the Hilltop Sale Agreement, Navasota Sale Agreement
and Presco Sale Agreement do not purport to be complete and are qualified in
their entirety by reference to the complete text of each such
agreement, copies of which are filed as Exhibit 10.2, Exhibit 10.3 and
Exhibit 10.4, respectively, to this report and are incorporated herein by
reference.
SECTION
7 – REGULATION FD
Item
7.01 Regulation FD Disclosure
On
November 17, 2009, the Company issued a release announcing the sale of its
70% interest in the Gathering System to Hilltop, as set forth in Item 2.01
above. A copy of the press release is “furnished” pursuant to
Item 7.01 of this report as Exhibit 99.1 hereto and is incorporated herein by
reference.
2
SECTION
9 – FINANCIAL STATEMENTS AND EXHIBITS
Item
9.01 Financial Statements and Exhibits
(d) Exhibits
The
following is a list of exhibits filed or furnished, as indicated, as part of
this Form 8-K:
Exhibit No.
|
Description of Document
|
|
10.1
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Gas
Gathering Agreement between Gastar Exploration Texas, LP, as Seller, and
Hilltop Resort GS, LLC, as Buyer, dated November 16, 2009 and effective as
of November 1, 2009.
|
|
10.2
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Purchase
and Sale Agreement between Gastar Exploration Texas, LP, as Seller, and
Hilltop Resort GS, LLC, as Buyer, dated November 16,
2009.
|
|
10.3
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Purchase
and Sale Agreement between Gastar Exploration Texas, LP, as Seller, and
Navasota Resources LTD., LLP, as Buyer, dated November 16,
2009.
|
|
10.4
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Purchase
and Sale Agreement between Gastar Exploration Texas, LP, as Seller, and
Presco, Inc., as Buyer, dated November 16, 2009.
|
|
99.1
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Press
release dated November 17,
2009.
|
3
SIGNATURES
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.
GASTAR EXPLORATION LTD. | |||
Date: November
20, 2009
|
By:
|
/s/ J. RUSSELL PORTER | |
J. Russell Porter | |||
President and Chief Executive Officer | |||
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EXHIBIT
INDEX
Exhibit No.
|
Description of Document
|
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10.1
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Gas
Gathering Agreement between Gastar Exploration Texas, LP, as Seller, and
Hilltop Resort GS, LLC, as Buyer, dated November 16, 2009 and effective as
of November 1, 2009.
|
|
10.2
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Purchase
and Sale Agreement between Gastar Exploration Texas, LP, as Seller, and
Hilltop Resort GS, LLC, as Buyer, dated November 16,
2009.
|
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10.3
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Purchase
and Sale Agreement between Gastar Exploration Texas, LP, as Seller, and
Navasota Resources LTD., LLP, as Buyer, dated November 16,
2009.
|
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10.4
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Purchase
and Sale Agreement between Gastar Exploration Texas, LP, as Seller, and
Presco, Inc., as Buyer, dated November 16, 2009.
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99.1
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Press
release dated November 17,
2009.
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