Bill Barrett Corporation (NYSE:BBG) Files An 8-K Entry into a Material Definitive Agreement

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Bill Barrett Corporation (NYSE:BBG) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement.

On December 6, 2016, Bill Barrett Corporation (the Company),
entered into an underwriting agreement (the Underwriting
Agreement) with J.P. Morgan Securities LLC, as representative of
the several underwriters named therein (the Underwriters) in
connection with the issuance and sale of 13,500,000 shares of the
Companys common stock, par value $0.001 per share (the Shares) in
a public offering. The closing of the sale of the Shares occurred
on December 12, 2016, at a purchase price per share paid to the
Company of $7.0855 (the offering price to the public of $7.40 per
share minus the Underwriters discount of $0.3145 per share). to
the Underwriting Agreement, the Company granted the Underwriters
an option to purchase up to an additional 2,025,000 Shares for a
period of 30 days from the date of the Underwriting Agreement. On
December 8, 2016, the Underwriters exercised in full their option
to purchase 2,025,000 additional shares, bringing the total
offering to 15,525,000 shares. The net proceeds from the offering
will be approximately $109.7 million, after deducting the
underwriting discount and other offering expenses payable by the
Company.
The Shares were offered and sold to the Companys effective
Registration Statement on Form S-3 (Registration No. 333-205230),
previously filed with the Securities and Exchange Commission.
The Underwriting Agreement contains customary representations,
warranties and agreements by the Company and customary conditions
to closing, obligations of the parties and termination
provisions. Additionally, the Company has agreed to indemnify the
Underwriters against certain liabilities, including liabilities
under the Securities Act of 1933, or to contribute to payments
the Underwriters may be required to make due to any such
liabilities.
The foregoing description of the Underwriting Agreement does not
purport to be complete and is qualified in its entirety by
reference to the Underwriting Agreement, which is filed as
Exhibit 1.1 to this Current Report on Form 8-K and incorporated
herein by reference.
A copy of the Underwriting Agreement has been included as an
exhibit to this report to provide security holders with
information regarding its terms. It is not intended to provide
any other factual information about the Company. The
representations, warranties and covenants contained in the
Underwriting Agreement were made solely for purposes of the
offering described above and as of specific dates, were solely
for the benefit of the parties to the Underwriting Agreement, may
be subject to limitations agreed upon by the contracting parties,
and may be subject to standards of materiality applicable to the
contracting parties that differ from those applicable to security
holders. Security holders are not third-party beneficiaries under
the Underwriting Agreement and should not rely on the
representations, warranties and covenants or any descriptions
thereof as characterizations of the actual state of facts or
condition of the Company. Moreover, information concerning the
subject matter of the representations and warranties may change
after the date of the Underwriting Agreement, which subsequent
information may or may not be fully reflected in the Companys
public disclosures.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.
Exhibit Number
Description of Exhibits
1.1
Underwriting Agreement, by and between Bill Barrett
Corporation and J.P Morgan Securities LLC, dated as of
December 6, 2016.
5.1
Opinion of Davis, Graham Stubbs LLP.
23.1
Consent of Davis, Graham Stubbs (included in Exhibit
5.1).


About Bill Barrett Corporation (NYSE:BBG)

Bill Barrett Corporation is an independent energy company that develops, acquires and explores for oil and natural gas resources. The Company’s assets and operations are located in the Rocky Mountain region of the United States. The Company develops oil and natural gas in the Rocky Mountain region of the United States. The Company has over two areas of production, including The Denver-Julesburg Basin (DJ Basin) and the Uinta Oil Program in the Uinta Basin. The Company’s acreage positions in the DJ Basin are located in Colorado’s eastern plains and parts of southeastern Wyoming. DJ Basin’s estimated proved reserves are 62.3 million barrels of oil equivalent (MMBoe). The Company has interests in approximately 280 gross producing wells. The Company serves as an operator in approximately 170 gross wells. The Uinta Basin is located in northeastern Utah. Uinta Basin’s estimated proved reserves are 21.4 MMBoe. Uinta Basin has interests in approximately 240 gross producing wells.

Bill Barrett Corporation (NYSE:BBG) Recent Trading Information

Bill Barrett Corporation (NYSE:BBG) closed its last trading session up +0.02 at 7.40 with 3,235,816 shares trading hands.