Attached files
| file | filename |
|---|---|
| EX-10.1 - EX-10.1 - Approach Resources Inc | d77156exv10w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
October 21, 2010
October 21, 2010
APPROACH RESOURCES INC.
(Exact name of registrant as specified in its charter)
| Delaware (State or other jurisdiction of incorporation) |
001-33801 (Commission File Number) |
51-0424817 (IRS Employer Identification No.) |
| One Ridgmar Centre | ||
| 6500 West Freeway, Suite 800 | ||
| Fort Worth, Texas | 76116 | |
| (Address of principal executive offices) | (Zip Code) |
(817) 989-9000
(Registrant’s telephone number, including area code)
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
(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 ( see General
Instruction A.2. below):
| 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. |
Effective October 21, 2010, Approach Resources Inc. (the “Company”) entered into a ninth
amendment (the “Ninth Amendment”) to its Credit Agreement dated as of January 18, 2008 (as amended,
the “Credit Agreement”) by and among the Company and its subsidiary guarantors, the lenders and
JPMorgan Chase Bank, N.A., as agent and lender.
The Ninth Amendment (a) increased the borrowing base and lenders’ aggregate commitment under
the Credit Agreement to $150 million from $115 million; (b) appointed KeyBank National Association
(“KeyBank”) and BNP Paribas (“Paribas”) as Documentation Agent and Syndication Agent, respectively;
and (c) assigned a 3.33% interest in the rights and obligations of The Frost National Bank under
the Credit Agreement to each of KeyBank and Paribas.
The foregoing description of the terms of the Ninth Amendment is qualified in its entirety by
the Ninth Amendment, which is filed as Exhibit 10.1 to this current report and is incorporated
herein by reference.
| 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 above is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description | |||
| 10.1 | Ninth Amendment dated as of October 21, 2010, to Credit
Agreement dated as of January 18, 2008, among Approach
Resources Inc., as Borrower, JPMorgan Chase Bank, N.A., as
Agent and Lender, The Frost National Bank, BNP Paribas and
KeyBank National Association, as Lenders, and Approach Oil &
Gas Inc., Approach Oil & Gas (Canada) Inc. and Approach
Resources I, LP, as guarantors. |
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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.
| APPROACH RESOURCES INC. |
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| By: | /s/ J. Curtis Henderson | |||
| J. Curtis Henderson | ||||
| Executive Vice President and General Counsel | ||||
Date: October 26, 2010
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EXHIBIT INDEX
| Exhibit No. | Description | |||
| 10.1 | Ninth Amendment dated as of October 21, 2010, to Credit
Agreement dated as of January 18, 2008, among Approach
Resources Inc., as Borrower, JPMorgan Chase Bank, N.A., as
Agent and Lender, The Frost National Bank, BNP Paribas and
KeyBank National Association, as Lenders, and Approach Oil &
Gas Inc., Approach Oil & Gas (Canada) Inc. and Approach
Resources I, LP, as guarantors. |
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