Item 1.01 Entry into a Material Definitive Agreement.
On January 17, 2020, the Company entered into a Seventh Amendment (the “Seventh Amendment”) to the Second Amended and Restated Senior Secured Revolving Credit Agreement dated as of October 10, 2018 (as amended, the “Revolving Credit Agreement”), among the Company, certain subsidiaries of the Company, as guarantors, the lenders party thereto, and BMO Harris Bank N.A., as administrative agent. The Seventh Amendment provided for the January 14, 2020 redetermination of the borrowing base under the Revolving Credit Agreement (the “Scheduled Redetermination”). As so redetermined, the borrowing base has been set at $90 million.
As previously disclosed, the Company is currently fully drawn against the previously redetermined $115 million borrowing base under the Revolving Credit Facility, and as a result of the Scheduled Redetermination, a borrowing base deficiency in the amount of $25 million is existing under the Revolving Credit Agreement (the “Borrowing Base Deficiency”). The Company will be required to repay the amount of such Borrowing Base Deficiency in four equal monthly installments, with the first payment of $6.25 million scheduled to occur on January 24, 2020.
As previously disclosed, the Company is currently considering transactions to fund the repayment of the Borrowing Base Deficiency. If the Company is unable to repay the amount of the Borrowing Base Deficiency within the time period required under the Revolving Credit Agreement, an event of default would occur under the Revolving Credit Agreement.
The foregoing description of the terms of the Seventh Amendment is not complete and is qualified in its entirety by reference to the full copy of the Seventh Amendment filed as Exhibit 10.1 to this Current Report on Form 8-K.
Forward-Looking Statements:
This 8-K contains forward-looking statements within the meaning of the federal securities laws. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company. These risks include, but are not limited to, our ability to make the required repayments of the Borrowing Base Deficiency; the ability to finance our continued exploration, drilling operations and working capital needs; all the other uncertainties, costs and risks involved in exploration and development activities; and the other risks identified in the Company’s Annual Report on Form 10-K and its other filings with the Securities and Exchange Commission. Investors are cautioned that any such statements are not guarantees of future performance and that actual results or developments may differ materially from those projected in the forward-looking statements. The forward-looking statements in this 8-K are made as of the date hereof, and the Company does not undertake any obligation to update the forward-looking statements as a result of new information, future events or otherwise.