Attached files
file | filename |
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EX-99.1 - EX-99.1 - Centennial Resource Development, Inc. | a17-18967_7ex99d1.htm |
EX-10.1 - EX-10.1 - Centennial Resource Development, Inc. | a17-18967_7ex10d1.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 10, 2017
Centennial Resource Development, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
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001-37697 |
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47-5381253 |
(State or other jurisdiction |
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(Commission |
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(IRS Employer Identification No.) |
1001 Seventeenth Street, Suite 1800
Denver, Colorado 80202
(Address of principal executive offices, including zip code)
(720) 499-1400
(Registrants 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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 1.01 Entry into a Material Definitive Agreement.
On November 10, 2017, in connection with the Notes Offering (as defined below), Centennial Resource Production, LLC (CRP), a subsidiary of Centennial Resource Development, Inc. (the Company), entered into that certain Limited Consent and Sixth Amendment to Amended and Restated Credit Agreement (the Sixth Amendment), which amends the Amended and Restated Credit Agreement, dated as of October 15, 2014, by and among CRP, each of the lenders and guarantors from time to time party thereto and JPMorgan Chase Bank, N.A., as administrative agent (as amended, the Credit Agreement).
The Sixth Amendment provides for (i) the waiver of the automatic reduction of the borrowing base under the Credit Agreement that would otherwise occur upon the issuance of the Notes (as defined below) and (ii) amends the Credit Agreement to remove the cap on the principal amount of Notes which CRP and the guarantors under the Credit Agreement are permitted to incur.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth under Item 1.01. Entry into a Material Definitive Agreement is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On November 13, 2017, the Company issued a press release announcing the commencement by CRP of a private offering (the Notes Offering) of $350 million aggregate principal amount of senior unsecured notes due 2026 (the Notes) to eligible purchasers. A copy of the press release is included as Exhibit 99.1 hereto and incorporated herein by reference.
The information furnished pursuant to this Item 7.01 shall not be deemed to be filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any filing under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
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Description |
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10.1 |
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99.1 |
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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.
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CENTENNIAL RESOURCE DEVELOPMENT, INC. | |
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Date: November 13, 2017 |
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By: |
/s/ George S. Glyphis |
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Name: |
George S. Glyphis |
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Title: |
Chief Financial Officer, Treasurer and Assistant Secretary |