Attached files

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EX-99.2 - EXHIBIT 99.2 - Lonestar Resources US Inc.lonestarresourcesnov2018.htm
EX-99.1 - EXHIBIT 99.1 - Lonestar Resources US Inc.a991pressrelease.htm
EX-10.1 - EXHIBIT 10.1 - Lonestar Resources US Inc.ninthamendment.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 15, 2018
  
Lonestar Resources US Inc.
(Exact name of registrant as specified in its charter)
  
 
 
 
 
 
Delaware
 
001-37670
 
81-0874035
(State or other jurisdiction of
incorporation or organization)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
111 Boland Street, Suite 301
Fort Worth, Texas 76107
(Address of principal executive office) (Zip Code)
(817) 921-1889
(Registrants’ telephone number, including area code)
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:
 
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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company  ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

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Item 1.01. Entry into a Material Definitive Agreement

Credit Agreement Amendment    

Effective as of November 15, 2018, Lonestar Resources America, Inc. (“LRAI”), a subsidiary of Lonestar Resources US Inc. (the “Company”), entered into the Ninth Amendment and Joinder (the “Amendment”), among itself, the subsidiary guarantors party thereto, the several banks and other financial institutions party thereto and Citibank, N.A., in its capacity as administrative agent for the lenders (the “Administrative Agent”) to that certain Credit Agreement dated as of July 28, 2015 (as amended by the Amendment and as otherwise amended or modified from time to time prior to the Amendment, the “Credit Agreement”), by and among LRAI, the several banks and other financial institutions party thereto from time to time and the Administrative Agent to (a) increase the borrowing base from $160 million to $275 million, until redetermined or adjusted in accordance with the Credit Agreement, (b) extend the maturity of the Credit Agreement to November 15, 2023 and (c) amend certain other provisions of the Credit Agreement as more specifically set forth in the Amendment. LRAI borrowed approximately $34.0 million under the Credit Agreement to partially finance the acquisition of certain producing properties in the Eagle Ford Shale.

The foregoing description of the Amendment is qualified in its entirety by reference to the Amendment, a copy of which is attached hereto as Exhibit 10.1 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. Entry into a Material Definitive Agreement” is incorporated into this Item 2.03 by reference.

Item 7.01 Regulation FD Disclosure

On November 19, 2018, the Company issued a press release announcing the Amendment, as well as the closing of the acquisition of certain producing properties in the Eagle Ford Shale from Sabine Oil & Gas Corporation (and an affiliate) and Alerion Gas AXA, LLC. A copy of the press release and a related investor presentation is included as Exhibit 99.1 and Exhibit 99.2, respectively, and incorporated herein by reference.

The information furnished pursuant to this Item 7.01 shall not be deemed to be “filed” for 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, unless specifically identified therein as being incorporated therein by reference.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits
 
 
 
Exhibit
Number
  
Description
 
 
10.1
 
99.1
  
99.2
 


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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.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Lonestar Resources US Inc.
 
 
 
 
 
 
 
 
Dated: November 19, 2018
 
 
 
 
 
 
 
 
 
 
 
By:
 
/s/ Gregory R. Packer
 
 
 
 
 
 
 
 
 
 
 
 
Name:
 
Gregory R. Packer
 
 
 
 
 
 
 
 
 
 
 
 
Title:
 
Vice President, General Counsel & Corporate Secretary


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