Oasis Petroleum Inc. filed SEC Form 8-K: Entry into a Material Definitive Agreement, Financial Statements and Exhibits
$OAS
Oil & Gas Production
Energy
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 8, 2022
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(Exact name of registrant as specified in its charter)
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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).
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Item 1.01 Entry into a Material Definitive Agreement
Credit Agreement Amendment
On August 8, 2022, Chord Energy Corporation (the “Company”) entered into the First Amendment (the “First Amendment”) to that certain Amended and Restated Credit Agreement dated as of July 1, 2022, by and among the Company, Oasis Petroleum North America LLC, a Delaware limited liability company, Wells Fargo Bank, N.A., as administrative agent, and the other parties party thereto (the “Credit Agreement”) to provide additional flexibility for SOFR borrowings.
Supplemental Indenture
On August 12, 2022, the Company and its indirect wholly owned subsidiaries Whiting Holdings LLC (“Whiting Holdings”) and Whiting Oil and Gas Corporation (“WOGC”) entered into a Supplemental Indenture to the Indenture, dated as of June 9, 2021 (the “Indenture”), providing for the issuance of the Company’s 6.375% Senior Notes due 2026 (the “Notes”), between the Company (f/k/a Oasis Petroleum Inc.), the Guarantors party thereto, and Regions Bank, as trustee (the “Second Supplemental Indenture”), pursuant to which Whiting Holdings and WOGC agreed to guarantee the Company’s obligations under the Notes and the Indenture. Whiting Holdings and WOGC became subsidiaries of the Company in connection with the previously announced merger of Oasis Petroleum Inc. and Whiting Petroleum Corporation, which closed on July 1, 2022.
The foregoing descriptions of the First Amendment and the Second Supplemental Indenture are summaries only, do not purport to be complete, and are qualified in its entirety by reference to the full text of the First Amendment and the Second Supplemental Indenture which are attached as Exhibits 10.2 and 4.3, respectively, to this Current Report on Form 8-K and incorporated by reference into this Item 1.01. In addition, copies of the Credit Agreement, the Indenture and the First Supplemental Indenture, which reflects the reorganization of certain wholly owned subsidiaries, are attached hereto as Exhibits 10.1, 4.1 and 4.2, respectively, for completeness.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description of Exhibit | |||||||
| Amended and Restated Credit Agreement, dated as of July 1, 2022, by and among Chord Energy Corporation, Oasis Petroleum North America LLC, Wells Fargo Bank, N.A., and the other parties party thereto (filed as Exhibit 10.4 to the Company’s Current Report on Form 8-K on July 7, 2022, and incorporated herein by reference). | ||||||||
| First Amendment to Amended and Restated Credit Agreement, dated as of August 8, 2022, by and among Chord Energy Corporation, Oasis Petroleum North America LLC, Wells Fargo Bank, N.A., and the other parties party thereto. | ||||||||
| Indenture, dated as of June 9, 2021, among Chord Energy Corporation (f/k/a Oasis Petroleum Inc.), the Guarantors and Regions Bank, as trustee (filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K on June 15, 2021, and incorporated herein by reference). | ||||||||
| First Supplemental Indenture to Indenture dated February 7, 2022, by and among Chord Energy Corporation (f/k/a Oasis Petroleum Inc.), the Guarantors and Regions Bank, as trustee. | ||||||||
| Second Supplemental Indenture to Indenture dated August 12, 2022, by and among Chord Energy Corporation, the Guarantors and Regions Bank, as trustee. | ||||||||
| 104 | Cover Page Interactive Data File - the cover page interactive data file does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | |||||||
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SIGNATURE
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 thereunto duly authorized.
CHORD ENERGY CORPORATION (Registrant) | |||||||||||||||||
| Date: August 12, 2022 | By: | /s/ M. Scott Regan | |||||||||||||||
| M. Scott Regan | |||||||||||||||||
| Executive Vice President, General Counsel and Secretary | |||||||||||||||||
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