Current Report Filing (8-k)
October 02 2013 - 4:04PM
Edgar (US Regulatory)
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): October 1, 2013
CRIMSON EXPLORATION INC.
(Exact name of Registrant as specified in its charter)
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Delaware |
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001-12108 |
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20-3037840 |
(State or other jurisdiction
of incorporation) |
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(Commission
File Number) |
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(IRS Employer
Identification Number) |
717 Texas Ave., Suite 2900, Houston, Texas 77002
(Address of principal executive offices)
(713) 236-7400
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Introductory Note
On October 1, 2013, Crimson Exploration Inc., a Delaware corporation (Crimson) became a wholly-owned subsidiary of
Contango Oil & Gas Company, a Delaware corporation (Contango), as a result of the merger of Contango Acquisition, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Contango (Merger
Sub), with and into Crimson (the Merger). The Merger was effected pursuant to an Agreement and Plan of Merger, dated as of April 29, 2013, by and among Contango, Crimson and Merger Sub.
Item 1.02. |
Termination of a Material Definitive Agreement |
On October 1, 2013, concurrent and
in connection with the Merger, Crimson terminated the Amended and Restated Credit Agreement, dated as of May 31, 2007, among Crimson, the guarantor party thereto, the lender parties thereto and Wells Fargo Bank, National Association, as amended
(the Amended and Restated Credit Agreement). The Amended and Restated Credit Agreement provided for a borrowing base of $100 million and for the issuance of letters-of-credit up to a $5.0 million sub-limit and was secured by liens
on substantially all of Crimsons assets. No early termination or prepayment penalties were incurred as a result of the termination of the Amended and Restated Credit Agreement.
Additionally, on October 1, 2013, concurrent and in connection with the Merger, Crimson terminated the Second Lien Credit Agreement,
dated as of December 27, 2010, among Crimson, as borrower, Barclays Bank PLC, as agent, and each lender from time to time party thereto, including an affiliate of OCM GW Holdings, LLC, Crimsons largest stockholder (the Second
Lien Credit Agreement). The Second Lien Credit Agreement provided for a term loan, made to Crimson in a single draw, in an aggregate principal amount of $175.0 million and was secured by liens on substantially all of Crimsons assets.
The prepayment of indebtedness under the Second Lien Credit Agreement required the payment of a prepayment fee equal to 1% of the principal amount repaid at or immediately following the effective time of the Merger.
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.
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CRIMSON EXPLORATION INC.
(Registrant) |
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/s/ E. Joseph Grady |
E. Joseph Grady |
Senior Vice President & Chief Financial Officer |
Dated: October 2, 2013
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