ECA MARCELLUS TRUST I (NYSE:ECT) Files An 8-K Entry into a Material Definitive Agreement

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ECA MARCELLUS TRUST I (NYSE:ECT) Files An 8-K Entry into a Material Definitive Agreement
ITEM 1.01. Entry Into a Material Definitive Agreement.

On November29, 2017, Greylock Energy, LLC (“Greylock”), an affiliate of ArcLight Capital Partners (“ArcLight”), acquired substantially all of the gas production and midstream assets of Energy Corporation of America (“ECA”), including ECA’s interests in certain natural gas properties that are subject to royalty interests held by ECA Marcellus Trust I (the “Trust”).

In connection with the transaction, Greylock or an affiliate of Greylock assumed all of ECA’s obligations under the Amended and Restated Trust Agreement among the Trust, ECA and The Bank of New York Mellon Trust Company, N.A., as trustee of the Trust (the “Trustee”), and other instruments to which ECA and the Trustee are parties, including (1)the Administrative Services Agreement by and among ECA, the Trust and the Trustee dated July7, 2010, and (2)a letter agreement between ECA and the Trustee regarding certain loans to be made by ECA to the Trust as necessary to enable the Trust to pay its liabilities as they become due (the “Letter Agreement”). In addition, ECA, an affiliate of Greylock, and the Trustee entered into a Reaffirmation and Amendment of Mortgage, Assignment of Leases, Security Agreement, Fixture Filing and Financing Statement (the “Reaffirmation Agreement”), to which, among other things, Greylock (1)reaffirmed the liens and the security interest granted to the existing mortgage securing the interests in the subject properties, as well as the mortgage and the obligations of ECA under the mortgage, and (2)assumed the obligations of ECA under the Letter Agreement.

The foregoing descriptions of the Letter Agreement and the Reaffirmation Agreement are not complete and are qualified in their entirety by reference to the full text thereof, copies of which are filed as exhibits hereto and incorporated by reference herein.

A copy of the press release issued by ArcLight announcing the transaction is filed as an exhibit to this Current Report on Form8-K.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits.

ExhibitIndex

ExhibitNumber

Description

10.1*

Letter Agreement dated July7, 2010 by and between Energy Corporation of America and The Bank of New York Mellon Trust Company, N.A., as trustee of ECA Marcellus Trust I.

10.2*

Reaffirmation and Amendment of Mortgage, Assignment of Leases, Security Agreement, Fixture Filing and Financing Statement, dated as of November29, 2017, by and among Energy Corporation of America, Greylock Production, LLC, and The Bank of New York Mellon Trust Company, N.A., in its capacity as trustee of ECA Marcellus Trust I.

10.3

Administrative Services Agreement, dated July7, 2010, between Energy Corporation of America and The Bank of New York Mellon Trust Company, N.A., as Trustee (Incorporated herein by reference to Exhibit10.7 to the Trust’s Current Report on Form8-K filed on July13, 2010 (File No.001-34800)).

99.1*

ArcLight Press Release dated November30, 2017.

* Filed herewith.


ECA Marcellus Trust I Exhibit
EX-10.1 2 a17-27864_1ex10d1.htm EX-10.1 Exhibit 10.1   The Bank of New York Mellon Trust Company,…
To view the full exhibit click here

About ECA MARCELLUS TRUST I (NYSE:ECT)

ECA Marcellus Trust I (the Trust) is a statutory trust. The Trust is formed by Energy Corporation of America (ECA) to own royalty interests in natural gas properties owned and operated by ECA in the Marcellus Shale formation in Greene County, Pennsylvania. The Trust does not conduct any operations or activities. The Trust’s purpose is, in general, to hold the Royalty Interests to distribute to the Trust unitholders cash and to perform certain administrative functions in respect of the Royalty Interests and the Trust units. The Trust owns royalty interests in over 10 Producing Wells (the Producing Wells), and royalty interests in over 50 horizontal natural gas development wells to be drilled to the Marcellus Shale formation (the PUD Wells) within the area of mutual interest (AMI), in which ECA holds approximately 9,300 acres, of which it owned all of the working interests, in Greene County, Pennsylvania. It owns Royalty Interests in over 40 development wells that are in production.