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EX-10.1 - EX-10.1 - EXCO RESOURCES INC | d54670dex101.htm |
EX-99.1 - EX-99.1 - EXCO RESOURCES INC | d54670dex991.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 4, 2015
EXCO RESOURCES, INC.
(Exact name of registrant as specified in its charter)
Texas | 001-32743 | 74-1492779 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
12377 Merit Drive Suite 1700, LB 82 Dallas, Texas |
75251 | |
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (214) 368-2084
Not Applicable
(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):
¨ | 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)) |
Section 1 Registrants Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
As previously announced, on October 30, 2015, EXCO Resources, Inc. (the Company) entered into Purchase Agreements (the Follow-on Purchase Agreements) with certain holders (the Holders) of its 7.5% senior notes due 2018 (the 2018 Notes) and 8.5% senior notes due 2022 (the 2022 Notes, and together with the 2018 Notes, the Notes), pursuant to which the Company agreed to repurchase an aggregate principal amount of approximately $175 million of 2018 Notes and $76 million of 2022 Notes from the Holders (the Follow-on Note Repurchase) in exchange for such Holders agreement to advance the Company approximately $109 million in aggregate principal amount of senior secured second lien term loans (the Follow-on Exchange Term Loan) under the Companys Term Loan Credit Agreement, dated October 19, 2015, by and among the Company, certain of its subsidiaries, as guarantors, certain holders of the Notes, as lenders, and Wilmington Trust, National Association, as administrative agent and collateral trustee (the Exchange Credit Agreement).
On November 4, 2015, pursuant to the Follow-on Purchase Agreements, the Holders entered into Joinder Agreements to the Exchange Credit Agreement, pursuant to which such Holders became lenders under the Exchange Credit Agreement and the Company closed the funding of the Follow-on Exchange Term Loan (the Joinder Agreements). The proceeds of the Follow-on Exchange Term Loan were deemed to be used to complete the Follow-on Note Repurchase. The Notes repurchased will be cancelled by the trustee following customary settlement procedures.
As a result of the Follow-on Note Repurchase and the Companys previously announced repurchases of Notes, the Company has approximately $199 million in aggregate principal amount of 2018 Notes outstanding and approximately $223 million in aggregate principal amount of 2022 Notes outstanding. Additionally, as a result of the Follow-on Exchange Term Loan and the Companys previously announced funding of senior secured second lien term loans, the Company has approximately $700 million in aggregate principal amount of senior secured second lien term loans outstanding.
The foregoing description of the Joinder Agreements does not purport to be complete and is qualified in its entirety by reference to the Form of Joinder Agreement, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Section 8 Other Events
Item 8.01 Other Events.
On November 4, 2015, the Company issued a press release announcing the closing of the Follow-on Note Repurchase and the Follow-on Exchange Term Loan. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
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Section 9 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit |
Description | |
10.1 | Form of Joinder Agreement to Term Loan Credit Agreement. | |
99.1 | Press Release, dated November 4, 2015, issued by EXCO Resources, Inc. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
EXCO RESOURCES, INC. | ||||||||
Date: November 4, 2015 | By: | /s/ William L. Boeing | ||||||
Name: | William L. Boeing | |||||||
Title: | Vice President, General Counsel and Secretary |
EXHIBIT INDEX
Exhibit |
Description | |
10.1 | Form of Joinder Agreement to Term Loan Credit Agreement. | |
99.1 | Press Release, dated November 4, 2015, issued by EXCO Resources, Inc. |