Attached files
file | filename |
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EX-99.1 - PRESS RELEASE - Harvest Oil & Gas Corp. | v173456_ex99-1.htm |
EX-2.1 - PURCHASE AND SALE AGREEMENT - Harvest Oil & Gas Corp. | v173456_ex2-1.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): February 8, 2010 (February 5,
2010)
EV
Energy Partners, L.P.
(Exact
name of registrant as specified in charter)
Delaware
|
001-33024
|
20-4745690
|
(State
of Incorporation)
|
(Commission
File No.)
|
(I.R.S.
Employer Identification No.)
|
1001
Fannin, Suite 800, Houston, Texas
|
77002
|
(Address
of Principal Executive Offices)
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (713) 651-1144
(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:
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
February 5, 2010, CGAS Properties L.P, a partnership wholly owned by EV Energy
Partners, L.P. (the “Partnership”), along with certain institutional
partnerships managed by EnerVest, Ltd., the owner of 71.25% of the interest in
the Partnership’s general partner, entered into a definitive purchase and sale
agreement with a subsidiary of Range Resources Corporation to acquire oil and
natural gas properties in the Appalachian Basin. The Partnership will acquire a
46.15% interest in these assets for $151.8 million. The acquisition, which has
an effective date of January 1, 2010, is expected to close by the end of March
2010. Closing is subject to customary closing conditions and purchase
price adjustments. A copy of the purchase and sale agreement is
attached as Exhibit 2.1 to this Current Report on Form 8-K and is incorporated
by reference.
Item 7.01
Regulation FD Disclosure.
On
February 8, 2010, the Partnership issued a press release announcing that
it, along with certain institutional partnerships managed by EnerVest, Ltd., the
owner of 71.25% of the interest in the Partnership’s general partner, entered
into a definitive purchase and sale agreement with Range Resources Corporation
to acquire oil and natural gas properties in the Appalachian Basin. A
copy of the press release is attached as Exhibit 99.1 to this Current Report on
Form 8-K and is incorporated 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. (Information furnished in Exhibit 99.1 is furnished
pursuant to Item 7.01.)
(d)
|
Exhibits.
|
|
2.1
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Purchase
and Sale Agreement by and between Range Resources – Appalachia, LLC and
EnerVest Institutional Fund XI-A, L.P., EnerVest Institutional Fund XI-WI,
L.P., CGAS Properties, L.P. and EnerVest Operating, L.L.C. dated February
5, 2010
|
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99.1
|
News Release of EV Energy
Partners, L.P. dated February 8,
2010
|
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.
EV
Energy Partners, L.P.
|
||
Dated:
February 8, 2010
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By:
|
/s/ MICHAEL
E. MERCER
|
Michael
E. Mercer
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
Exhibit
No.
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Description
|
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2.1
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Purchase
and Sale Agreement by and between Range Resources – Appalachia, LLC and
EnerVest Institutional Fund XI-A, L.P., EnerVest Institutional Fund XI-WI,
L.P., CGAS Properties, L.P. and EnerVest Operating, L.L.C.
dated
February 5, 2010
|
|
99.1
|
News
Release of EV Energy Partners, L.P. dated February 8,
2010
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4