UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): November 28, 2005
QUICKSILVER RESOURCES INC.
(Exact Name of Registrant as Specified in Charter)
| | | | |
| Delaware | | 001-14837 | | 75-2756163 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
777 West Rosedale St., Suite 300
Fort Worth, Texas 76104
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (817) 665-5000
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 (see General Instructions A.2. below):
| ¨ | 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.
Sixth Amendment to Note Purchase Agreement
On November 28, 2005, Quicksilver entered into the Sixth Amendment to Note Purchase Agreement among Beaver Creek Pipeline, L.L.C., Terra Energy Ltd., Mercury Michigan, Inc., GTG Pipeline Corporation, Terra Pipeline Company, Cowtown Pipeline Funding, Inc., Cowtown Pipeline Management, Inc. and Cowtown Pipeline L.P., as guarantors, BNP Paribas, as collateral agent, and Fortis Capital Corp., The Prudential Insurance Company of America and The Royal Bank of Scotland plc, as purchasers. The Sixth Amendment amends the Note Purchase Agreement to, among other things, increase the amount of senior indebtedness that Quicksilver is permitted to have outstanding by $150 million.
The foregoing description is qualified in its entirety by reference to the full text of the Sixth Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Fourth Amendment to Combined Credit Agreements
On November 30, 2005, Quicksilver Resources Inc. and MGV Energy Inc. entered into the Fourth Amendment to Combined Credit Agreements among JPMorgan Chase Bank, N.A., JPMorgan Chase Bank, N.A., Toronto Branch, BNP Paribas, Bank of America, N.A., Fortis Capital Corp., The Bank of Nova Scotia, Comerica Bank, The Royal Bank of Scotland plc, Calyon New York Branch, CIBC Inc., Compass Bank, Sterling Bank, Toronto Dominion (Texas) LLC, Harris Nesbitt Financing, Inc., Societe Generale, BNP Paribas (Canada), Bank of America, N.A. (by its Canada branch), Comerica Bank, Canada Branch, Canadian Imperial Bank of Commerce, Toronto Dominion Bank, Bank of Montreal, Societe Generale (Canada) and Fortis Capital (Canada) Ltd. as agents and combined lenders. The Fourth Amendment amends the Combined Credit Agreements to, among other things, (i) increase the availability under the Combined Credit Agreements by $200 million and (ii) increase the amount of other indebtedness that Quicksilver is permitted to have outstanding by $170 million, subject to the satisfaction of certain conditions (including the terms thereof being satisfactory to the lenders under the Combined Credit Agreements).
The foregoing description is qualified in its entirety by reference to the full text of the Fourth Amendment, which is attached as Exhibit 10.2 to this Current Report on Form 8-K and incorporated herein by reference.
2
Item 9.01. Financial Statements and Exhibits.
| | |
Exhibit Number
| | Description
|
| |
| 10.1 | | Sixth Amendment to Note Purchase Agreement, dated as of November 28, 2005, among Quicksilver Resources Inc., certain of its subsidiaries listed therein, BNP Paribas, collateral agent, and the purchasers identified therein. |
| |
| 10.2 | | Fourth Amendment to Combined Credit Agreements, dated as of November 30, 2005, among Quicksilver Resources Inc., MGV Energy Inc. and the agents and combined lenders identified therein. |
3
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 hereunto duly authorized.
| | |
| QUICKSILVER RESOURCES INC. |
| |
| By: | | /s/ Philip W. Cook |
| | | Philip W. Cook Senior Vice President and Chief Financial Officer |
Date: December 1, 2005
INDEX TO EXHIBITS
| | |
Exhibit Number
| | Description
|
| |
| 10.1 | | Sixth Amendment to Note Purchase Agreement, dated as of November 28, 2005, among Quicksilver Resources Inc., certain of its subsidiaries listed therein, BNP Paribas, collateral agent, and the purchasers identified therein. |
| |
| 10.2 | | Fourth Amendment to Combined Credit Agreements, dated as of November 30, 2005, among Quicksilver Resources Inc., MGV Energy Inc. and the agents and combined lenders identified therein. |
