Attached files
file | filename |
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EX-10.2 - EX-10.2 - ULTRA PETROLEUM CORP | d117814dex102.htm |
EX-10.1 - EX-10.1 - ULTRA PETROLEUM CORP | d117814dex101.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): June 26, 2020
ULTRA PETROLEUM CORP.
(Exact Name of Registrant as Specified in its Charter)
Yukon, Canada | 001-33614 | N/A | ||
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) | ||
116 Inverness Drive East, Suite 400 Englewood, Colorado |
80112 | |||
(Address of principal executive offices) | (Zip code) |
(303) 708-9740
(Registrants telephone number, including area code)
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 (17CFR 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)) |
Securities registered pursuant to Section 12(b) of the Act: None.
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
Item 1.01 | Entry into a Material Definitive Agreement. |
As previously disclosed, on May 14, 2020, Ultra Petroleum Corp. (the Company) and certain of its subsidiaries (together with the Company, the Debtors) commenced voluntary Chapter 11 proceedings and filed a prearranged plan of reorganization (the Plan) under Chapter 11 of the United States Bankruptcy Code (the Bankruptcy Code) in the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the Bankruptcy Court). The Chapter 11 cases are being jointly administered under the caption In re Ultra Petroleum Corp., et al., Case No. 20-32631. During the pendency of the bankruptcy proceedings, the Company will continue to operate its businesses as debtors-in-possession under the jurisdiction of the Bankruptcy Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court.
First Amendment to the Restructuring Support Agreement
On June 26, 2020, the Debtors entered into the First Amendment to the Restructuring Support Agreement (the RSA Amendment) with the requisite consenting parties thereto (the Consenting Stakeholders) to permit the Debtors to enter into and perform under an agreement to purchase that certain gathering system (the LGS Gathering System) as described under the Companys lease agreement with Pinedale Corridor, LP (Pinedale) as described below.
Purchase Agreement
As previously disclosed on June 22, 2020 and in connection with the Chapter 11 cases, the Debtors filed a motion for approval of the Purchase Agreement (as defined below) [Docket No. 301], and on June 26, 2020, the Bankruptcy Court approved such motion and entered an order approving the Purchase Agreement [Docket No. 333] (the PSA Order).
In accordance with the PSA Order, on June 28, 2020, the Companys indirect wholly-owned subsidiary, Ultra Wyoming, LLC (Ultra Wyoming), entered into a purchase and sale agreement (the Purchase Agreement), by and between Ultra Wyoming and Pinedale, pursuant to which, among other things, Ultra Wyoming agreed to purchase the LGS Gathering System for a purchase price of $18.0 million. On June 30, 2020, Ultra Wyoming and Pinedale closed the transaction contemplated by the Purchase Agreement in accordance with the terms thereof.
The above descriptions of the terms of the RSA Amendment and the Purchase Agreement do not purport to be complete and are subject to, and qualified in their entirety by reference to, the full texts of such documents, which are attached to this Current Report on Form 8-K as Exhibits 10.1 and 10.2, respectively, and are incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
* | The exhibits to the agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted exhibit will be furnished to the SEC upon request. |
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.
July 2, 2020
ULTRA PETROLEUM CORP. | ||
By: |
/s/ Kason D. Kerr | |
Name: |
Kason D. Kerr | |
Title: |
Vice President, General Counsel and Corporate Secretary |