Attached files

file filename
EX-4.1 - AMENDMENT NO. 2 TO AMENDED AND RESTATED CREDIT AGREEMENT - PLAINS EXPLORATION & PRODUCTION COdex41.htm
EX-99.2 - PRESENTATION DATED MAY 2011 - PLAINS EXPLORATION & PRODUCTION COdex992.htm
EX-99.1 - PRESS RELEASE - PLAINS EXPLORATION & PRODUCTION COdex991.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): May 5, 2011 (May 4, 2011)

 

 

PLAINS EXPLORATION & PRODUCTION COMPANY

(Exact name of registrant as specified in charter)

 

 

 

Delaware   33-0430755
(State of Incorporation)   (I.R.S. Employer Identification No.)

001-31470

(Commission File No.)

700 Milam, Suite 3100

Houston, Texas 77002

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: (713) 579-6000

 

 

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

 

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

On May 4, 2011, Plains Exploration & Production Company (“PXP”) entered into Amendment No. 2 to its Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A. as administrative agent and the lenders party thereto (the “Second Amendment”), which amends PXP’s senior revolving credit facility that closed on August 3, 2010 (the “Credit Facility”). The Second Amendment amends the Credit Facility to extend the maturity date from August 3, 2015 to May 4, 2016 and lowers the rate at which borrowings can be made.

Amounts borrowed under the Credit Facility, as amended, bear an interest rate, at PXP’s election, equal to either: (i) the Eurodollar rate, which is based on LIBOR, plus an additional variable amount ranging from 1.50% to 2.50%; (ii) a variable amount ranging from 0.50% to 1.50% plus the greater of (1) the prime rate, as determined by JPMorgan Chase Bank, (2) the federal funds rate, plus  1/2 of 1%, and (3) the adjusted LIBOR plus 1%; or (iii) the overnight federal funds rate plus an additional variable amount ranging from 1.50% to 2.50% for swingline loans. The additional variable amount of interest payable on outstanding borrowings is based on the utilization rate as a percentage of the total amount of funds borrowed under the Credit Facility to the borrowing base. Letter of credit fees under the Credit Facility are based on the utilization rate and range from 1.50% to 2.50%. Commitment fees range from 0.375% to 0.50% for amounts available for borrowing. The other terms and conditions of the Credit Facility remained the same.

The foregoing description of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Amendment, which is filed as Exhibit 4.1 hereto and incorporated by reference herein.

 

Item 2.02 Results of Operations and Financial Condition

 

Item 7.01 Regulation FD Disclosure

On May 5, 2011, PXP issued a press release announcing first quarter 2011 results. The press release is furnished herewith as Exhibit 99.1 and is incorporated by reference herein. In connection with such release, PXP has prepared investor slides, which are furnished herewith as Exhibit 99.2 and are incorporated by reference herein.

The information presented under this Item 2.02 shall not be deemed “filed” under the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as may be expressly set forth by specific reference in such a filing.

 

Item 9.01 Financial Statements and Exhibits

 

(d)    Exhibit 4.1    Amendment No. 2 to Amended and Restated Credit Agreement, dated as of May 4, 2011, among Plains Exploration & Production Company, as borrower, each of the lenders that is a signatory thereto, and JPMorgan Chase Bank, N.A., as administrative agent.
   Exhibit 99.1    Plains Exploration & Production Company press release dated May 5, 2011.
   Exhibit 99.2    Presentation dated May 2011.

 

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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.

 

    PLAINS EXPLORATION & PRODUCTION COMPANY
Date: May 5, 2011    

/s/ Nancy I. Williams

    Nancy I. Williams
    Vice President—Accounting, Controller and Chief Accounting Officer

 

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EXHIBIT INDEX

 

Exhibit 4.1    Amendment No.2 to Amended and Restated Credit Agreement, dated as of May 4, 2011, among Plains Exploration & Production Company, as borrower, each of the lenders that is a signatory thereto, and JPMorgan Chase Bank, N.A., as administrative agent.
Exhibit 99.1    Plains Exploration & Production Company press release dated May 5, 2011.
Exhibit 99.2    Presentation dated May 2011.

 

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