Attached files
| file | filename |
|---|---|
| EX-99.1 - Harvest Oil & Gas Corp. | v198433_ex99-1.htm |
| EX-10.1 - Harvest Oil & Gas Corp. | v198433_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): October 6, 2010 (September 29,
2010)
EV
Energy Partners, L.P.
(Exact
name of registrant as specified in charter)
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Delaware
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001-33024
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20-4745690
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(State
of Incorporation)
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(Commission
File No.)
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(I.R.S.
Employer Identification No.)
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1001
Fannin, Suite 800, Houston, Texas
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77002
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant’s telephone number,
including area code: (713) 651-1144
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))
Item 1.01
Entry into a Material Definitive Agreement.
EV Energy
Partners, L.P. (the “Partnership”) entered into a Fifth Amendment to Amended and
Restated Credit Agreement, declared effective on September 30,
2010. The Fifth Amendment provides that during the period between
September 30, 2010 and the first Scheduled Redetermination Date thereafter
(expected to occur on or around April 1, 2011), the Borrower may issue Senior
Debt of up to $200,000,000 other than in conjunction with an Interim
Redetermination, without the Borrowing Base then in effect on the date on which
such Senior Debt is issued being reduced by an amount equal to the product of
0.30 multiplied by the stated principal amount of such Senior Debt up to
$200,000,000. The Fifth Amendment also included a reaffirmation of
the borrowing base at $465 million.
A copy of
this Fifth Amendment is filed as Exhibit 10.1 to this report and is incorporated
herein by reference.
Item 2.01
Completion of Acquisition or Disposition of Assets.
On
September 29, 2010, the Partnership closed its previously announced acquisition
of oil and natural gas properties in the Mid-Continent region from Petrohawk
Energy Corporation (NYSE: HK) for an adjusted purchase price of $119.9 million,
subject to customary post-closing adjustments.
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a Registrant.
EV Energy
Partners, L.P. (the “Partnership”) entered into a Fifth Amendment to Amended and
Restated Credit Agreement, declared effective on September 30,
2010. The Fifth Amendment provides that during the period between
September 30, 2010 and the first Scheduled Redetermination Date thereafter
(expected to occur on or around April 1, 2011), the Borrower may issue Senior
Debt of up to $200,000,000 other than in conjunction with an Interim
Redetermination, without the Borrowing Base then in effect on the date on which
such Senior Debt is issued being reduced by an amount equal to the product of
0.30 multiplied by the stated principal amount of such Senior Debt up to
$200,000,000. The Fifth Amendment also included a reaffirmation
of the borrowing base at $465 million. Following closing of the
acquisition described herein under Item 2.01, the Partnership’s outstanding
indebtedness under the credit facility was $334 million.
A copy of
this Fifth Amendment is filed as Exhibit 10.1 to this report and is incorporated
herein by reference.
Item
7.01. Regulation FD Disclosure.
After
market closing on September 29, 2010, EV Energy Partners, L.P. (the
“Partnership”) announced that it had closed its previously announced acquisition
of oil and natural gas properties in the Mid-Continent region from Petrohawk
Energy Corporation (NYSE: HK) for an adjusted purchase price of $119.9 million,
subject to customary post-closing adjustments. A copy of the press
release is furnished as Exhibit 99.1 hereto and is incorporated herein by
reference.
In
accordance with General Instruction B.2 of Form 8-K, the information set forth
in the attached Exhibit 99.1 is deemed to be “furnished” and shall not be deemed
to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended (the “Exchange Act”).
Item 9.01
Financial Statements and Exhibits.
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(a)
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The
required financial statements will be filed no later than 75 days from the
date of the closing of the acquisition.
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(d)
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Exhibits.
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10.1
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Fifth
Amendment dated September 30, 2010 to Amended and Restated Credit
Agreement
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99.1
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Press
Release dated September 29, 2010, regarding the closing of the previously
announced Mid-Continent region
acquisition.
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2
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.
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EV
Energy Partners, L.P.
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Dated:
October 6, 2010
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By:
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/s/ MICHAEL E.
MERCER
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Michael
E. Mercer
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Senior
Vice President and Chief Financial Officer of EV
Management
LLC, general partner of EV Energy GP, L.P.,
general
partner of EV Energy Partners,
L.P
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3
EXHIBIT
INDEX
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Exhibit No.
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Description
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10.1
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Fifth
Amendment dated September 30, 2010 to Amended and Restated Credit
Agreement
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99.1
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Press
Release dated September 29, 2010, regarding the closing of the previously
announced Mid-Continent region
acquisition.
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