Matador Resources Company (NYSE:MTDR) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
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Entry into a Material Definitive Agreement.
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On September 28, 2012, Matador Resources Company (the Company),
as a guarantor, and MRC Energy Company, its wholly-owned
subsidiary, as borrower, entered into an amended and restated
senior secured revolving credit agreement (the Revolving Credit
Agreement). For a summary of key terms of the Revolving Credit
Agreement, see the Companys Annual Report on Form 10-K for the
year ended December 31, 2016 filed with the Securities and
Exchange Commission on March 1, 2017, which description is
incorporated herein by reference. On April 28, 2017, MRC Energy
Company, as borrower, entered into an amendment (the Amendment)
to the Revolving Credit Agreement (as amended, the Credit
Agreement) and the Company reaffirmed its guaranty of MRC Energy
Companys obligations under the Credit Agreement. to the
Amendment, the borrowing base increased from $400.0 million to
$450.0 million and the maximum facility amount remained unchanged
at $500.0 million. The Company chose to keep the elected
borrowing commitment at $400.0 million.
as a guarantor, and MRC Energy Company, its wholly-owned
subsidiary, as borrower, entered into an amended and restated
senior secured revolving credit agreement (the Revolving Credit
Agreement). For a summary of key terms of the Revolving Credit
Agreement, see the Companys Annual Report on Form 10-K for the
year ended December 31, 2016 filed with the Securities and
Exchange Commission on March 1, 2017, which description is
incorporated herein by reference. On April 28, 2017, MRC Energy
Company, as borrower, entered into an amendment (the Amendment)
to the Revolving Credit Agreement (as amended, the Credit
Agreement) and the Company reaffirmed its guaranty of MRC Energy
Companys obligations under the Credit Agreement. to the
Amendment, the borrowing base increased from $400.0 million to
$450.0 million and the maximum facility amount remained unchanged
at $500.0 million. The Company chose to keep the elected
borrowing commitment at $400.0 million.
The description of the Amendment set forth above is qualified in
its entirety by reference to the terms of the Amendment, a copy
of which is filed as Exhibit 10.1 to this Current Report on Form
8-K (this Current Report) and is incorporated herein by
reference.
its entirety by reference to the terms of the Amendment, a copy
of which is filed as Exhibit 10.1 to this Current Report on Form
8-K (this Current Report) and is incorporated herein by
reference.
In the ordinary course of their respective businesses, certain of
the lenders under the Credit Agreement or their affiliates have
in the past performed, and may in the future from time to time
perform, investment banking, advisory, lending and/or commercial
banking or other financial services for the Company for which
they received, or may receive, customary fees and reimbursement
of expenses.
the lenders under the Credit Agreement or their affiliates have
in the past performed, and may in the future from time to time
perform, investment banking, advisory, lending and/or commercial
banking or other financial services for the Company for which
they received, or may receive, customary fees and reimbursement
of expenses.
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Item 2.02
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Results of Operations and Financial Condition.
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Attached hereto as Exhibit 99.1 is a press release (the Press
Release) issued by the Company on May 3, 2017, announcing its
financial results for the three months ended March 31, 2017. The
Press Release includes an operational update at May 3, 2017. The
Press Release is incorporated by reference into this Item 2.02,
and the foregoing description of the Press Release is qualified
in its entirety by reference to this exhibit.
Release) issued by the Company on May 3, 2017, announcing its
financial results for the three months ended March 31, 2017. The
Press Release includes an operational update at May 3, 2017. The
Press Release is incorporated by reference into this Item 2.02,
and the foregoing description of the Press Release is qualified
in its entirety by reference to this exhibit.
In connection with the Press Release, the Company released a
presentation summarizing the highlights of the Press Release (the
Presentation). The Presentation is available on the Companys
website, www.matadorresources.com, on the Presentations Webcasts
page under the Investors tab.
presentation summarizing the highlights of the Press Release (the
Presentation). The Presentation is available on the Companys
website, www.matadorresources.com, on the Presentations Webcasts
page under the Investors tab.
The information furnished to this Item 2.02, including Exhibit
99.1, shall not be deemed to be filed for the purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the
Exchange Act), and will not be incorporated by reference into any
filing under the Securities Act of 1933, as amended (the
Securities Act), unless specifically identified therein as being
incorporated therein by reference.
99.1, shall not be deemed to be filed for the purposes of Section
18 of the Securities Exchange Act of 1934, as amended (the
Exchange Act), and will not be incorporated by reference into any
filing under the Securities Act of 1933, as amended (the
Securities Act), unless specifically identified therein as being
incorporated therein by reference.
In the Press Release and the Presentation, the Company has
included as non-GAAP financial measures, as defined in Item 10 of
Regulation S-K of the Exchange Act, (i) earnings before interest
expense, income taxes, depletion, depreciation and amortization,
accretion of asset retirement obligations, property impairments,
unrealized derivative gains and losses, certain other non-cash
items and non-cash stock-based compensation expense, and net gain
or loss on asset sales and inventory impairment (Adjusted EBITDA)
attributable to Matador Resources Company shareholders, (ii)
present value discounted at 10% (pre-tax) of estimated total
proved reserves (PV-10) and (iii) adjusted net income (loss)
attributable to Matador Resources Company shareholders and
adjusted earnings (loss) per share attributable to Matador
Resources Company shareholders. In the Press Release, the Company
has provided reconciliations of the non-GAAP financial measures
to the most directly comparable financial measures calculated and
presented in accordance with generally-accepted accounting
principles (GAAP) in the United States. In addition, in the Press
Release, the Company has provided the reasons why the Company
believes those non-GAAP financial measures provide useful
information to investors.
included as non-GAAP financial measures, as defined in Item 10 of
Regulation S-K of the Exchange Act, (i) earnings before interest
expense, income taxes, depletion, depreciation and amortization,
accretion of asset retirement obligations, property impairments,
unrealized derivative gains and losses, certain other non-cash
items and non-cash stock-based compensation expense, and net gain
or loss on asset sales and inventory impairment (Adjusted EBITDA)
attributable to Matador Resources Company shareholders, (ii)
present value discounted at 10% (pre-tax) of estimated total
proved reserves (PV-10) and (iii) adjusted net income (loss)
attributable to Matador Resources Company shareholders and
adjusted earnings (loss) per share attributable to Matador
Resources Company shareholders. In the Press Release, the Company
has provided reconciliations of the non-GAAP financial measures
to the most directly comparable financial measures calculated and
presented in accordance with generally-accepted accounting
principles (GAAP) in the United States. In addition, in the Press
Release, the Company has provided the reasons why the Company
believes those non-GAAP financial measures provide useful
information to investors.
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Item 2.03
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Creation of a Direct Financial Obligation or an
Obligation Under an Off-Balance Sheet Arrangement of a Registrant. |
The information included or incorporated by reference in Item
1.01 of this Current Report is incorporated by reference into
this Item 2.03 of this Current Report.
1.01 of this Current Report is incorporated by reference into
this Item 2.03 of this Current Report.
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Item 7.01
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Regulation FD Disclosure.
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Item 2.02 above is incorporated herein by reference.
The information furnished to this Item 7.01, including Exhibit
99.1, shall not be deemed to be filed for the purposes of Section
18 of the Exchange Act and will not be incorporated by reference
into any filing under the Securities Act unless specifically
identified therein as being incorporated therein by reference.
99.1, shall not be deemed to be filed for the purposes of Section
18 of the Exchange Act and will not be incorporated by reference
into any filing under the Securities Act unless specifically
identified therein as being incorporated therein by reference.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
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Exhibit No.
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Description of Exhibit
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10.1
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Tenth Amendment to Third Amended and Restated Credit
Agreement, dated as of April 28, 2017, by and among MRC Energy Company, as Borrower, the Lenders party thereto and Royal Bank of Canada, as Administrative Agent. |
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99.1
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Press Release, dated May 3, 2017.
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About Matador Resources Company (NYSE:MTDR)
Matador Resources Company is an independent energy company engaged in the exploration, development, production and acquisition of oil and natural gas resources in the United States, with an emphasis on oil and natural gas shale and other unconventional plays. The Company’s segment is oil and natural gas exploration and production. The Company’s operations are focused primarily on the oil and liquids-rich portion of the Wolfcamp and Bone Spring plays in the Delaware Basin in Southeast New Mexico and West Texas. The Company also operates in the Eagle Ford shale play in South Texas and the Haynesville shale and Cotton Valley plays in Northwest Louisiana and East Texas. The Company’s properties include approximately 39,000 gross (29,300 net) acres in the Eagle Ford shale play in Atascosa, DeWitt, Gonzales, Karnes, La Salle, Wilson and Zavala Counties in South Texas. The Company operates approximately two rigs in the Eagle Ford shale in South Texas. Matador Resources Company (NYSE:MTDR) Recent Trading Information
Matador Resources Company (NYSE:MTDR) closed its last trading session up +0.45 at 21.88 with 1,632,907 shares trading hands.