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): December 29, 2015 (December 22, 2015)
GASTAR EXPLORATION INC.
(Exact Name of Registrant as Specified in its Charter)
| | | | |
| DELAWARE | | 001-35211 | | 38-3531640 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
1331 LAMAR STREET, SUITE 650
HOUSTON, TEXAS 77010
(Address of principal executive offices)
(713) 739-1800
(Registrant’s 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 (see General Instruction 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)) |
SECTION 1 – REGISTRANT’S BUSINESS AND OPERATIONS
| Item 1.01 | Entry into a Material Definitive Agreement. |
Amendment No. 6 to Second Amended and Restated Credit Agreement
On December 22, 2015, Gastar Exploration Inc. (the “Company”) entered into Amendment No. 6 to Second Amended and Restated Credit Agreement (“Amendment No. 6”), among the Company, as Borrower, Wells Fargo Bank, National Association, as Administrative Agent, Collateral Agent, Swing Line Lender and Issuing Lender, and in its capacity as a Lender, and the other Lenders party thereto. Amendment No. 6 amended the Second Amended and Restated Credit Agreement (the “Credit Agreement”) to permit the Company to exchange its outstanding notes constituting Second Lien Debt under the Credit Agreement for common equity interests in the Company.
A copy of Amendment No. 6 is attached as Exhibit 10.1 to this Form 8-K and incorporated herein by reference and is hereby filed. The description of Amendment No. 6 in this Form 8-K is a summary and is qualified in its entirety by reference to the complete text of such agreement.
Relationships
Certain parties to the Credit Agreement and Amendment No. 6, or their respective affiliates (collectively, the “Banks”), perform and have performed commercial and investment banking and advisory services for the Company from time to time for which they receive and have received customary fees and expenses. In addition, Wells Fargo Bank, National Association, is the trustee for the Company’s 8 5/8% Senior Secured Notes due May 2018. The Banks may, from time to time, engage in transactions with and perform services for the Company in the ordinary course of their business, for which they will receive fees and expenses.
SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
The following is a list of exhibits filed as part of this Form 8-K:
| | |
Exhibit
No. | | Description of Document |
| |
| 10.1 | | Amendment No. 6 to Second Amended and Restated Credit Agreement, dated December 22, 2015. |
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SIGNATURES
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.
Date: December 29, 2015
| | |
| GASTAR EXPLORATION INC. |
| |
| By: | | /s/ J. Russell Porter |
| | J. Russell Porter |
| | President and Chief Executive Officer |
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EXHIBIT INDEX
| | |
Exhibit
No. | | Description of Document |
| |
| 10.1 | | Amendment No. 6 to Second Amended and Restated Credit Agreement, dated December 22, 2015. |
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