Lonestar Resources US Inc. (NASDAQ:LONE) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

Indenture and Senior Notes

On January4, 2018, Lonestar Resources America,Inc. (“LRAI”), a subsidiary of Lonestar Resources US Inc. (the “Company”), closed its previously announced offering of $250.0 million aggregate principal amount of 11.250% senior notes due 2023 (the “Notes”). The Notes were issued under the Indenture, dated as of January4, 2018, by and among LRAI, the subsidiary guarantors named therein and UMB Bank, N.A., as trustee (the“Indenture”). The Notes are fully and unconditionally guaranteed on a senior unsecured basis by each of LRAI’s current subsidiaries that guarantee LRAI’s revolving credit facility. The Notes are not guaranteed by the Company and the Company is not subject to the terms of the Indenture.

Interest and Maturity

The Notes will mature on January1, 2023. The Notes bear interest at the rate of 11.250% per annum, payable in cash semi-annually in arrears on each January1 and July1, commencing July1, 2018.

Optional Redemption

At any time prior to January1, 2021, LRAI may, on any one or more occasions, redeem up to 35% of the aggregate principal amount of the Notes with an amount of cash not greater than the net cash proceeds of certain equity offerings at a redemption price equal to 111.250% of the principal amount of the Notes redeemed, plus accrued and unpaid interest, if any, to, but excluding, the date of redemption (subject to the right of holders of the Notes on the relevant record date to receive interest on the relevant interest payment date), provided that at least 65% of the aggregate principal amount of Notes originally issued under the Indenture remains outstanding immediately after such redemption and the redemption occurs within 180 days of the closing date of such equity offering.

At any time prior to January1, 2021, LRAI may, on any one or more occasions, redeem all or a part of the Notes at a redemption price equal to 50% of the principal amount of the Notes redeemed, plus a “make-whole” premium as of, and accrued and unpaid interest, if any, to, the date of redemption.

On and after January1, 2021, LRAI may redeem the Notes, in whole or in part, at the redemption prices set forth below, plus accrued and unpaid interest, if any, to the date of redemption:

Change of Control

If LRAI experiences certain defined changes of control, each holder of Notes may require LRAI to repurchase all or a portion of its Notes for cash at a price equal to 101% of the aggregate principal amount of such Notes, plus any accrued and unpaid interest to the date of repurchase.

Certain Covenants

The Indenture contains covenants that, among other things and subject to certain exceptions and qualifications, limit LRAI’s ability and the ability of LRAI’s restricted subsidiaries to: (i)incur or guarantee additional indebtedness or issue certain types of preferred stock; (ii)pay dividends on capital stock or redeem, repurchase or retire capital stock or subordinated indebtedness; (iii)transfer or sell assets; (iv)make investments; (v)create certain liens; (vi)enter into agreements that restrict dividends or other payments from their subsidiaries to them; (vii)consolidate, merge or transfer all or substantially all of their assets; (viii)engage in transactions with affiliates; and (ix)create unrestricted subsidiaries.

Events of Default

Upon an Event of Default (as defined in the Indenture), the trustee or the holders of at least 25% of the aggregate principal amount of then outstanding Notes may declare the Notes immediately due and payable, except that a default resulting from certain events of bankruptcy or insolvency with respect to LRAI, any restricted subsidiary of LRAI that is a significant subsidiary or any group of restricted subsidiaries that, taken together, would constitute a significant subsidiary, will automatically cause all outstanding Notes to become due and payable.