ANTERO RESOURCES CORPORATION (NYSE:AR) Files An 8-K Entry into a Material Definitive Agreement

ANTERO RESOURCES CORPORATION (NYSE:AR) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.

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Underwriting Agreement

On September6, 2017, Antero Resources Corporation, a Delaware corporation (the “Company”), Antero Midstream Partners LP, a Delaware limited partnership (the “Partnership”), and Antero Midstream Partners GP LLC, a Delaware limited liability company and the general partner of the Partnership (the “General Partner”), entered into an Underwriting Agreement (the “Underwriting Agreement”) with Barclays Capital Inc. and Wells Fargo Securities, LLC (the “Underwriters”), relating to the offer and sale by the Company of common units representing limited partner interests in the Partnership (the “Common Units”). The Underwriting Agreement provides for the offer and sale (the “Offering”) by the Company, and purchase by the Underwriters, of 10,000,000 Common Units at a price of $31.11 per unit. to the Underwriting Agreement, the Company has granted the Underwriters a 30-day option to purchase up to an aggregate of 1,500,000 additional Common Units. The material terms of the Offering are described in the prospectus, dated September6, 2017 (the “Prospectus”), filed by the Partnership with the Securities and Exchange Commission (the “Commission”) on September8, 2017, to Rule424(b)under the Securities Act of 1933, as amended (the “Securities Act”). The Offering is registered with the Commission to a Registration Statement on FormS-3 (File No.333-220359), filed by the Partnership on September6, 2017. The Company intends to use the proceeds from the Offering to repay borrowings under its credit facility. The Partnership will pay certain expenses, other than underwriting discounts and commissions, associated with the sale of Common Units in the Offering.

The Underwriting Agreement contains customary representations and warranties, agreements and obligations, closing conditions and termination provisions. The Partnership, the General Partner and the Company have agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act, and to contribute to payments the Underwriters may be required to make because of any of those liabilities.

The Offering is expected to close on September11, 2017, subject to the satisfaction of customary closing conditions.

The foregoing description is qualified in its entirety by reference to the full text of the Underwriting Agreement, which is attached as Exhibit1.1 to this Current Report on Form8-K and incorporated in this Item 1.01 by reference.


As more fully described under the caption “Underwriting” in the Prospectus, the Underwriters and their affiliates have, from time to time, performed, and may in the future perform, various financial advisory and investment banking services for the Company, for which they received or will receive customary fees and expenses. In particular, affiliates of Barclays CapitalInc. and Wells Fargo Securities, LLC are lenders under the Company’s credit facility.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.




Underwriting Agreement, dated as of September6, 2017, by and among Antero Midstream Partners LP, Antero Midstream Partners GP LLC, Antero Resources Corporation, Barclays Capital Inc. and Wells Fargo Securities, LLC.

EX-1.1 2 a17-21496_1ex1d1.htm EX-1.1 Exhibit 1.1   Execution Version   10,…
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Antero Resources Corporation is an oil and natural gas company. The Company is engaged in the exploration, development and acquisition of natural gas, natural gas liquids (NGLs) and oil properties located in the Appalachian Basin. The Company’s segments include the exploration, development and production of natural gas, NGLs, and oil; gathering and compression; water handling and treatment, and marketing of excess firm transportation capacity. The Company’s exploration and development activities are supported by the natural gas gathering and compression assets of its subsidiary, Antero Midstream Partners LP (Antero Midstream), as well as by third-party gathering, compression, processing and transportation arrangements. The Company owns over two independent fresh water distribution systems that distribute fresh water from the Ohio River and several regional water sources for well completion operations in the Marcellus and Utica Shales.


ANTERO RESOURCES CORPORATION (NYSE:AR) closed its last trading session down -0.47 at 19.24 with 3,299,516 shares trading hands.

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