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
May 22, 2009
Date of report (Date of earliest event reported)
Petroleum Development Corporation
Exact Name of Registrant as Specified in Charter
| Nevada | 0-7246 | 95-2636730 |
State or Other Jurisdiction of Incorporation | Commission File Number | IRS Employer Identification Number |
1775 Sherman Street, Suite 3000, Denver, CO 80203
Address of Principal Executive Offices
303-860-5800
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 Securities Act (17 CFR 230.425) |
| |
| [ ] | 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)) |
No Change
Former Name or Former Address, if Changed Since Last Report
Item 1.01. Entry into a Material Definitive Agreement
| Item 2.03. | Creation of a Direct Financial Obligation or an Obligation under an Off-Balance |
| | Sheet Arrangement of a Registrant |
On May 22, 2009 Petroleum Development Corporation (the “Company”) entered into a Sixth Amendment (the “Sixth Amendment”) to its Credit Facility with JPMorgan Chase Bank, N.A. acting as the arranger of an eleven bank syndicate dated as of November 4, 2005, and previously amended (the “Credit Facility”). The Sixth Amendment extends the maturity to May 22, 2012, decreases the available amount from $375 Million to $350 Million, and also amends certain covenants, including, but not limited to, the following:
· Increase of the Maximum Facility Amount to $500 million from $400 million
· Increase of the unsecured debt basket in section 7.01(i) to $450 million from $350 million
· Amendment of the ratio of Consolidated Funded Indebtedness to Consolidated EBITDA from
3.75x to:
| o | 4.25x through December 31, 2010 |
| o | 4.00x through June 30, 2011 |
· Amended Pricing grid:
| Borrowing Base | | | |
| Utilization | LIBOR Margin | ABR Loans1 | Commitment Fee |
| < 25% | 2.25% | 1.375% | 0.50% |
| >= 25% < 50% | 2.50% | 1.625% | 0.50% |
| >= 50% < 75% | 2.75% | 1.875% | 0.50% |
| >= 75% < 90% | 3.00% | 2.125% | 0.50% |
| >= 90% | 3.25% | 2.375% | 0.50% |
1 ABR to be the greater of prime, Fed Funds + 50 bps or 1 month LIBOR + 100 bps
The above descriptions are qualified entirely by reference to the copy of the Sixth Amendment, which is attached as Exhibit 10.1 and incorporated by reference herein.
EXHIBIT INDEX
Item 9.01. Financial Statements and Exhibits.
Exhibit No. | | Description |
| 10.1 | | Sixth Amendment to Amended and Restated Credit Agreement dated as of May 22, 2009, by and among the Company, certain of its subsidiaries, JPMorgan Chase Bank, N.A., and various other banks. |
| | | |
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.
PETROLEUM DEVELOPMENT CORPORATION
| Date: | May 29, 2009 |
| | |
| By: | /s/ Richard W. McCullough |
| | Richard W. McCullough |
| | Chairman and CEO |
