HESS CORPORATION (NYSE:HES) Files An 8-K Entry into a Material Definitive Agreement

HESS CORPORATION (NYSE:HES) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.

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On April18, 2019 (the Effective Date), Hess Corporation (the Company) and one of its wholly-owned subsidiaries entered into a credit agreement with the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (the Credit Agreement). The Credit Agreement provides for commitments by the lenders thereunder in the form of committed revolving loans or uncommitted competitive loans, by the swingline lenders thereunder in the form of swingline loans (in an aggregate amount not to exceed $400 million, of which $274 million is committed as of the Effective Date) and by issuing banks thereunder in the form of letters of credit (in an aggregate amount not to exceed $2 billion, of which $875 million is committed as of the Effective Date), in an aggregate amount of up to $3.5 billion (the Revolving Credit Facility). Borrowings under the Revolving Credit Facility bear interest at the applicable interest rates plus the applicable margins specified in the Credit Agreement, which generally vary based on the credit rating of the Companys senior, unsecured, non-credit enhanced long-term debt. The Revolving Credit Facility includes an accordion feature, to which the aggregate commitments may be increased by up to an additional $1 billion under certain circumstances. The Credit Agreement expires on May15, 2023, unless earlier terminated or extended in accordance with its terms.

The Credit Agreement replaces the Companys existing Five-Year Credit Agreement dated as of January21, 2015, as amended and restated as of December1, 2017, among the Company, the subsidiaries party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (the 2015 Credit Agreement), which was terminated on the Effective Date. The Company did not pay any prepayment penalties in connection with the termination of the 2015 Credit Agreement.

The Credit Agreement contains customary representations, warranties and covenants, including a financial covenant limiting the ratio of Total Consolidated Debt to Total Capitalization (as such terms are defined in the Credit Agreement) of the Company and its consolidated subsidiaries to 0.650 to 1.000, and customary events of default.

One of the Companys wholly-owned subsidiaries, Hess Overseas Finance Investments Centre Limited and such additional subsidiaries as may be added as borrowing subsidiaries as provided in the Credit Agreement, may borrow and request letters of credit up to the full amount of the commitment, with all such extensions of credit being guaranteed by the Company.

Many of the lenders under the Credit Agreement have in the past performed, and may in the future from time to time perform, investment banking, financial advisory, lending and/or commercial banking services or other services for the Company or its affiliates, and affiliates or certain of these lenders have served in the past as underwriters in public offerings of securities by the Company, for which they have received, and may in the future receive, customary compensation and expense reimbursement.

The foregoing description is qualified in its entirety by reference to the complete text of the Credit Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated by reference herein.

Item 1.01. Termination of a Material Definitive Agreement.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference. The description of the 2015 Credit Agreement in this Current Report on Form 8-K is qualified in its entirety by reference to the description of the 2015 Credit Agreement in the Companys Current Report on Form 8-K filed on December8, 2017, and the complete text of the 2015 Credit Agreement, filed as Exhibit 10.1 thereto, which are incorporated by reference herein.

Item 1.01. Creation of a Direct Financial Obligation or an Obligation under an Off Balance Sheet Arrangement of a Registrant.

The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated herein by reference.

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Item 1.01. Financial Statements and Exhibits.

Credit Agreement, dated as of April 18, 2019, among Hess Corporation, the subsidiary party thereto, the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent.

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HESS CORP Exhibit
EX-10.1 2 d645839dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 EXECUTION VERSION       CREDIT AGREEMENT dated as of April 18,…
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About HESS CORPORATION (NYSE:HES)

Hess Corporation is an exploration and production (E&P) company. The Company is engaged in exploration, development, production, transportation, purchase and sale of crude oil, natural gas liquids, and natural gas. Its segments include E&P, which is engaged in the sale of crude oil, natural gas liquids and natural gas, and Bakken Midstream, which provides services, including crude oil and natural gas gathering, processing of natural gas and the fractionation of natural gas liquids, transportation of crude oil by rail car, terminaling and loading crude oil and natural gas liquids, and the storage and terminaling of propane, located in the Bakken shale play of North Dakota. Its Bakken Midstream assets include Tioga gas plant, Tioga gas plant, Crude oil train units, Ramberg truck facility, Gathering pipelines and Gathering pipelines. It has production operations located in the United States, Denmark, Equatorial Guinea, the Joint Development Area of Malaysia/Thailand, Malaysia and Norway.

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