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 and Exchange Act of 1934
Date of Report (Date of earliest event reported):
July 20, 2015
FAR EAST ENERGY CORPORATION
(Exact name of registrant as specified in
its charter)
| Nevada |
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0-32455 |
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88-0459590 |
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(State or other jurisdiction of
incorporation)
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(Commission
File Number) |
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(IRS Employer
Identification No.) |
| 333 N. Sam Houston Parkway East, Suite 230, Houston, Texas |
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77060 |
| (Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s telephone number, including
area code: (832) 598-0470
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)) |
| Item 1.01 | Entry into a Material Definitive Agreement. |
On July 20, 2015, Far
East Energy (Bermuda), Ltd. (“FEEB”), a wholly-owned subsidiary of Far East Energy Corporation, entered into an Amendment
Agreement (the “Amendment”) to that certain Term Loan Facility Agreement (the “Facility Agreement”), dated
as of February 24, 2015, by and among FEEB, as borrower, and the lenders party thereto, to extend the repayment date of the Agreement
from July 27, 2015 to October 8, 2015.
The foregoing description
of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment, a copy of which
is attached hereto as Exhibit 10.1, the amendment to the Facility Agreement attached as Exhibit 10.1 to the Form 8-K filed on June
29, 2015, the amendment to the Facility Agreement attached as Exhibit 10.1 to the Form 8-K filed on May 28, 2015, and the Facility
Agreement attached as Exhibit 10.1 to the From 8-K filed on February 27, 2015, which are each incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
Exhibit
Number |
Description |
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| 10.1 |
Amendment Agreement, dated July 20, 2015, among Far East Energy (Bermuda), Ltd. and the lenders party thereto. |
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.
| Dated: July 20, 2015 |
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Far East Energy Corporation |
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By: |
/s/ Michael R. McElwrath |
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Michael R. McElwrath |
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Chief Executive Officer |
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Index to Exhibits
Exhibit
Number |
Description |
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| 10.1 |
Amendment Agreement, dated July 20, 2015, among Far East Energy (Bermuda), Ltd. and the lenders party thereto. |
Exhibit 10.1
AMENDMENT AGREEMENT
by and among
The Ashmore Funds named herein
as LENDERS
Far East Energy (Bermuda),
Ltd.
as BORROWER
Dated 20 July 2015
THIS AMENDMENT AGREEMENT
(this “Agreement”) is dated 20 July 2015 and made among:
| (1) | Far East Energy (Bermuda), Ltd. (the "Borrower"); and |
| (2) | The Ashmore Funds named herein (the “Lenders”) |
PREAMBLE
| (A) | The Term Loan Facility Agreement was originally made and dated 24 February 2015 between, amongst
others, the Borrower and the Lenders and was amended on 26 May 2015 and 24 June 2015 (the "Original Term Loan Agreement"). |
| (B) | Pursuant to recent discussions, the Lenders and the Borrower wish to extend the repayment date
set out in the Original Term Loan Agreement. |
IT IS AGREED as follows:
| 1. | DEFINITIONS AND INTERPRETATION |
| (a) | Unless a contrary indication appears, a term defined in the Original Term Loan Agreement has the
same meaning in this Agreement |
| (b) | The principles of construction set out in the Original Term Loan Agreement shall have effect as
if set out in this Agreement. |
A person who is not a party
to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce or to enjoy the benefit of any
term of this Agreement.
Effective on and from 27 July
2015, the existing definition of “Repayment Date” in the Original Term Loan Agreement shall be deleted
in its entirety and replaced with the following:
“"Repayment Date"
means 08 October 2015.
This Agreement is, and all non-contractual
obligations arising from or connected with it are, governed by and construed in accordance with the laws of English law.
This
Agreement, and any non-contractual obligations arising out of or in relation thereto,
shall be governed by and construed in accordance with the laws of England.
By executing this Agreement,
each party hereto acknowledges and accepts the amendment of the Original Term Loan Agreement to be effected pursuant to this Agreement.
IN WITNESS WHEREOF, the parties have caused
this Agreement to be signed in their respective names as of the date first above written.
THE BORROWER
| FAR EAST ENERGY (BERMUDA), LTD. |
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| By: |
/s/ Michael R. McElwrath |
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| Name: |
Michel R. McElwrath |
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| Title: |
Chairman |
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THE ORIGINAL LENDERS
Northern Trust (Guernsey) Limited as
depositary and agent for and on behalf of ASHMORE EMERGING MARKETS CORPORATE HIGH YIELD FUND LIMITED
| By: |
/s/ Lucy Mahy |
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/s/ Claire Field |
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Lucy Mahy |
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Claire Field |
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Authorized Signatory |
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Authorized Signatory |
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Northern Trust (Guernsey) Limited as
depositary and agent for and on behalf of ASHMORE EMERGING MARKETS DISTRESSED DEBT FUND LIMITED
| By: |
/s/ Lucy Mahy |
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/s/ Claire Field |
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Lucy Mahy |
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Claire Field |
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Authorized Signatory |
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Authorized Signatory |
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Northern Trust (Guernsey) Limited as
custodian and agent for and on behalf of ASHMORE EMERGING MARKETS HIGH YIELD PLUS FUND LIMITED
| By: |
/s/ Lucy Mahy |
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/s/ Claire Field |
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Lucy Mahy |
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Claire Field |
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Authorized Signatory |
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Authorized Signatory |
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Northern Trust (Guernsey) Limited as
custodian and agent for and on behalf of ASHMORE EMERGING MARKETS TRI ASSET FUND LIMITED
| By: |
/s/ Lucy Mahy |
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/s/ Claire Field |
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Lucy Mahy |
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Claire Field |
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Authorized Signatory |
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Authorized Signatory |
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Northern Trust (Guernsey) Limited as
custodian and agent for and on behalf of ASHMORE GROWING MULTI STRATEGY FUND LIMITED
| By: |
/s/ Lucy Mahy |
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/s/ Claire Field |
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Lucy Mahy |
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Claire Field |
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Authorized Signatory |
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Authorized Signatory |
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Northern Trust (Guernsey) Limited as
depositary and agent for and on behalf of ASSET HOLDER PCC LIMITED re ASHMORE EMERGING MARKETS LIQUID INVESTMENT PORTFOLIO
| By: |
/s/ Lucy Mahy |
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/s/ Claire Field |
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Lucy Mahy |
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Claire Field |
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Authorized Signatory |
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Authorized Signatory |
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The Northern Trust Company, London Branch
as custodian and agent for and on behalf of ASHMORE EMERGING MARKETS DEBT FUND
| By: |
/s/ Nick Heales |
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Nick Heales |
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Authorized Signatory |
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Ashmore Investment Management Limited
as agent for and on behalf of ARIA CO PTY LTD as Trustee for ARIA ALTERNATIVE ASSETS TRUST
| By: |
/s/ Alexandra Autrey |
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Alexandra Autrey |
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Authorized Signatory |
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Ashmore Investment Management Limited
as agent for and on behalf of BT PENSION SCHEME TRUSTEES LIMITED AS TRUSTEE OF THE BT PENSION SCHEME
| By: |
/s/ Alexandra Autrey |
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Alexandra Autrey |
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Authorized Signatory |
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Ashmore Investment Advisors Limited
as agent for and on behalf of ASHMORE FUNDS, a Massachusetts Business Trust, ON BEHALF OF ASHMORE EMERGING MARKETS CORPORATE DEBT
FUND
| By: |
s/ Garry Beaton |
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Garry Beaton |
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Authorized Signatory |
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Ashmore Investment Advisors Limited
as agent for and on behalf of ASHMORE FUNDS, a Massachusetts Business Trust, on behalf of ASHMORE EMERGING MARKETS TOTAL RETURN
FUND
| By: |
/s/ Garry Beaton |
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Garry Beaton |
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Authorized Signatory |
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