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EX-1.1 - EX-1.1 - ECA Marcellus Trust Il40152exv1w1.htm
 
 
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
June 30, 2010
Date of Report (Date of earliest event reported)
ECA MARCELLUS TRUST I
(Exact name of Registrant as specified in its charter)
         
Delaware   001-34800   27-6522024
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification Number)
919 Congress Avenue
Austin, Texas 78701

(Address of principal executive offices)

(800) 852-1422
(Registrant’s telephone number, including area code)
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:
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))
 
 

 


 

Item 1.01 Entry into a Material Definitive Agreement.
     On June 30, 2010 ECA Marcellus Trust I (the “Trust”) entered into an underwriting agreement (the “Underwriting Agreement”) with Energy Corporation of America (“ECA”) and the underwriters named therein (the “Underwriters”) providing for the offer and sale in a firm commitment underwritten offering by ECA of 8,802,500 units of beneficial interest in the Trust (“Common Units”) at a public offering price of $20.00 per Common Unit (a purchase price of $18.70 per Common Unit to the Trust). Pursuant to the Underwriting Agreement, ECA and the Trust granted the Underwriters a 30-day option to purchase an additional 1,320,375 Trust Units (the “Option”) to cover over-allotments, if any. The description of the Underwriting Agreement contained in the section entitled “Underwriting” of the Trust’s final prospectus dated July 1, 2010 (File No. 333-165833) and filed on July 1, 2010 with the Commission pursuant to Rule 424(b)(1) under the Securities Act is incorporated herein by reference. A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Form 8-K and is incorporated herein by reference.
The Bank of New York Mellon Trust Company, N.A. serves as trustee of the Trust, and also serves as trustee of Eastern American Natural Gas Trust (“NGT”). NGT was formed by ECA. The Bank of New York Mellon Trust Company, N.A., in its capacity as trustee of NGT, is a party to an Amended and Restated Trust Agreement and related agreements with ECA and its affiliates.

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Item 9.01. Financial Statements and Other Exhibits
     (d) Exhibits
     
Exhibit No.   Description
 
   
1.1
  Underwriting Agreement dated as of June 30, 2010, by and among Energy Corporation of America, ECA Marcellus Trust I, and the underwriters named therein.

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SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
             
    ECA MARCELLUS TRUST I    
    (Registrant)    
 
           
 
  By:   The Bank of New York Mellon Trust    
 
      Company, N.A. as Trustee    
 
           
 
      /s/ Mike J. Ulrich
 
Mike J. Ulrich
   
 
      Vice President    
Dated: July 6, 2010

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Exhibit Index
     
Exhibit No.   Description
 
   
1.1
  Underwriting Agreement dated as of June 30, 2010, by and among Energy Corporation of America, ECA Marcellus Trust I, and the underwriters named therein.

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