Attached files
| file | filename |
|---|---|
| EX-1.1 - EX-1.1 - Oasis Petroleum Inc. | h85369exv1w1.htm |
| EX-99.1 - EX-99.1 - Oasis Petroleum Inc. | h85369exv99w1.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 27, 2011
OASIS PETROLEUM INC.
(Exact name of registrant as specified in its charter)
| Delaware (State or other jurisdiction of incorporation or organization) |
001-34776 (Commission File Number) |
80-0554627 (I.R.S. Employer Identification No.) |
| 1001 Fannin Street, Suite 1500 Houston, Texas (Address of principal executive offices) |
77002 (Zip Code) |
Registrant’s telephone number, including area code: (281) 404-9500
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.
On October 27, 2011, Oasis Petroleum Inc. (the “Company”) and certain of its subsidiaries entered
into an underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, as
representative of the underwriters named in Schedule 1 thereto (collectively, the “Underwriters”),
in connection with an underwritten public offering of $400 million aggregate principal amount of
the Company’s 6.5% Senior Notes due 2021 (the “Notes”). The issuance and sale of the Notes has
been registered under the Securities Act of 1933 (the “Securities Act”) pursuant to an automatic
shelf Registration Statement on Form S-3 (Registration No. 333-175603), as amended, of the Company,
filed with the Securities and Exchange Commission on July 15, 2011. Closing of the issuance and
sale of the Notes is scheduled for November 10, 2011.
The Underwriting Agreement contains customary representations, warranties and agreements by the
Company and customary conditions to closing, obligations of the parties and termination provisions.
Additionally, the Company has agreed to indemnify the Underwriters against certain liabilities,
including liabilities under the Securities Act, or to contribute to payments the Underwriters may
be required to make because of any of those liabilities. Furthermore, the Company has agreed with
the Underwriters not to offer or sell any debt securities issued or guaranteed by the Company
having a term of more than one year (other than the Notes) for a period of 60 days after the date
of the Underwriting Agreement without the prior written consent of J.P. Morgan Securities LLC.
Certain of the underwriters and affiliates of certain of the underwriters have provided, or may in
the future provide, investment banking, commercial banking and other financial and advisory
services to us and/or our affiliates, including underwriting and the provision of financial advice,
and have received, or may in the future receive, customary fees and commissions for their services.
Affiliates of certain of the underwriters are also lenders under our revolving credit facility.
Certain of the underwriters or their affiliates that have a lending relationship with us routinely
hedge, and certain other underwriters may hedge, their credit exposure to us consistent with their
customary risk management policies.
The foregoing description of the Underwriting Agreement is qualified in its entirety by reference
to such Underwriting Agreement, a copy of which is filed herewith as Exhibit 1.1 and is
incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On October 27, 2011, the Company issued a press release announcing the pricing of its public
offering of the Notes. A copy of the press release is furnished herewith as Exhibit 99.1.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed
to be “filed” for the 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 Number | Description | |
1.1
|
Underwriting Agreement dated October 27, 2011, by and among Oasis Petroleum Inc., the subsidiary guarantors named therein and J.P. Morgan Securities LLC, as representative of the underwriters named therein. | |
99.1
|
Pricing Press Release dated October 27, 2011. |
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 thereunto duly authorized.
| OASIS PETROLEUM INC. (Registrant) |
||||
| Date: October 28, 2011 | By: | /s/ Thomas B. Nusz | ||
| Thomas B. Nusz | ||||
| Chairman, President and Chief Executive Officer | ||||
EXHIBIT INDEX
| Exhibit Number | Description | |
1.1
|
Underwriting Agreement dated October 27, 2011, by and among Oasis Petroleum Inc., the subsidiary guarantors named therein and J.P. Morgan Securities LLC, as representative of the underwriters named therein. | |
99.1
|
Pricing Press Release dated October 27, 2011. |