Item 1.01. Entry into a Material Definitive Agreement.
Waiver and Amendment No. 8 to the Financing Agreement
On September 28, 2018, Westmoreland Resource Partners, LP (the “Partnership”), its subsidiary, Oxford Mining Company, LLC, as borrower, and the guarantors party thereto (collectively, the “Loan Parties”), U.S. Bank National Association, as administrative agent and collateral agent (together, the “Agents”), and the lenders party thereto entered into Waiver and Amendment No. 8 (the “Waiver”) to the Financing Agreement dated December 13, 2014, among the Loan Parties, the Agents, and the lenders party thereto (as amended, the “Financing Agreement”). Pursuant to the Waiver, the Agents, the lenders and the Loan Parties agreed, among certain other affirmative covenants, to extend the waiver of any actual or potential Default of Event of Default that arose or may have arisen, in each case, solely as a result or in connection with the Loan Parties’ failure under Section 7.01(a)(iii) of the Financing Agreement to deliver to each Agent and to each Lender an unqualified audit opinion in connection with the audited financial statements for the Fiscal Year of the Partnership and its Subsidiaries ending December 31, 2017, until the earliest of (i) 11:59 pm New York time November 5, 2018, (ii) the occurrence of any event of default not waived pursuant to the Waiver and (iii) an insolvency proceeding of Westmoreland Coal Company. Additionally, the Waiver provides that any interest payment that is due and payable in cash between September 28, 2018 and December 14, 2018 shall be paid in kind, capitalized and added to the then-outstanding principal amount of the term loan under the Financing Agreement.
The foregoing description of the Waiver is qualified in its entirety by reference to the terms of the Waiver, which will be filed with the Securities and Exchange Commission as required.
