Midstates Petroleum Company,Inc. (OTCMKTS:MPOYQ) Files An 8-K Entry into a Material Definitive Agreement

Midstates Petroleum Company,Inc. (OTCMKTS:MPOYQ) Files An 8-K Entry into a Material Definitive Agreement

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Item 1.01 Entry into a Material Definitive
Agreement.

On May24, 2017, Midstates Petroleum Company,Inc. (the Company),
as parent, and Midstates Petroleum Company LLC, as borrower (the
Borrower), entered into that certain First Amendment to Senior
Secured Credit Agreement (the First Amendment) dated as of
October21, 2016, among the Company, the Borrower, SunTrust Bank,
N.A., as administrative agent (the Administrative Agent), and the
lenders and other parties thereto (the RBL Credit Agreement).

The First Amendment, among other items, (i)moved the first
scheduled borrowing base redetermination from April2018 to
October2017; (ii)was amended to remove the requirement to
maintain a cash collateral account at the Administrative Agent in
the amount of $40,000,000; (iii)was amended to remove the
requirement to maintain at least 20% liquidity of the then
effective Borrowing Base; (iv) amended the required mortgage
threshold from 95% of the discounted present value of future net
income utilizing a 9% discount rate attributable to proved
reserves to 90%; (v)amended the threshold amount for which the
Borrower is required to provide advance notice to the
Administrative Agent of a sale or disposition of oil and gas
properties which occurs during the period between two successive
redeterminations of the borrowing base; (vi)amended the required
ratio of total net indebtedness to EBITDA that the Borrower would
be required to maintain to (x)2.25:1.00 for the fiscal quarters
ending on December31, 2016 and March31, 2017 and (y)4.00:1.00
with respect to any fiscal quarter thereafter; (vii) was amended
to remove limitations on capital expenditures and (viii)provided
for additional covenant flexibility.

The foregoing description of the First Amendment is a summary
only and is qualified in its entirety by reference to the
complete text of the First Amendment, a copy of which is attached
as Exhibit10.1 to this Current Report on Form8-K and incorporated
herein by reference.

Item 2.03 Creation of a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant.

The information set forth under Item 1.01 concerning the First
Amendment is incorporated herein by reference.

Item 5.07 Submission of Matters to a
Vote of Security Holders.

On May24, 2017, the Company held its 2017 Annual Meeting of Stock
Holders (the Annual Meeting). At the Annual Meeting, the Companys
stockholders were requested to: (1)elect seven directors, each
for a term of one year; (2)approve, on a non-binding advisory
basis, the compensation of the Companys named executive officers;
and (3)ratify the appointment of Grant Thornton LLP as the
Companys independent registered public accountants for 2017. As
of April18, 2017, the record date of the Annual Meeting,
24,994,867 shares of the Companys common stock were outstanding
and entitled to be voted at the Annual Meeting.

The following are the final voting results on proposals
considered and voted upon at the meeting, each of which is more
fully described in the Companys proxy statement filed on April21,
2017:

1. Each of the directors that were up for election was elected to
the Board for a term of one year. Votes regarding the election of
the directors up for election to the Board were as follows:

NOMINEE

VOTESFOR

WITHHELD

BROKERNON-VOTES

Frederic F. Brace

21,516,347

1,896,619

Alan J. Carr

19,321,325

2,195,554

1,896,619

Patrice D. Douglas

21,516,848

1,896,619

Neal P. Goldman

21,516,732

1,896,619

Todd R. Snyder

21,516,848

1,896,619

Michael S. Reddin

21,516,848

1,896,619

Bruce H. Vincent

21,516,848

1,896,619

2. The Board proposal seeking approval of, on a non-binding
advisory basis, the compensation of the Companys named
executive officers was approved. The voting results were as
follows:

VOTESFOR

VOTESAGAINST

VOTESABSTAINED

BROKERNON-VOTES

21,008,067

508,811

1,896,619

3. Grant Thornton LLP was ratified as the Companys independent
registered public accounting firm for 2017. The voting results
were as follows:

VOTESFOR

VOTESAGAINST

VOTESABSTAINED

BROKERNON-VOTES

23,413,396

Item 9.01 Financial Statements and
Exhibits.

(d)Exhibits.

ExhibitNo.

DescriptionofExhibit

10.1

First Amendment to Senior Secured Credit Agreement, dated
May24, 2017, by and among Midstates Petroleum
Company,Inc., Midstates Petroleum Company LLC, as
borrower, SunTrust Bank, as administrative agent, and
certain lenders party thereto.


About Midstates Petroleum Company, Inc. (OTCMKTS:MPOYQ)

Midstates Petroleum Company, Inc. is an independent exploration and production company. The Company operates oil and natural gas properties, and is engaged in the exploration, development and production of oil, natural gas liquids (NGLs) and natural gas. It is focused on the application of drilling and completion techniques in oil and basins in the onshore United States. It conducts oil and gas operations, and owns and operates oil and gas properties in Oklahoma, Texas and Louisiana. Its Mississippian Lime assets consist of approximately 69,680 net prospective acres in the Mississippian Lime trend in Woods and Alfalfa Counties of Oklahoma, and approximately 12,160 net acres in Lincoln County, Oklahoma, which produces from, and is prospective in, the Hunton formation. Its Anadarko Basin assets consist of approximately 111,190 net acres in the Anadarko Basin, with over 82,530 net acres in Texas and over 28,650 net acres in western Oklahoma.

Midstates Petroleum Company, Inc. (OTCMKTS:MPOYQ) Recent Trading Information

Midstates Petroleum Company, Inc. (OTCMKTS:MPOYQ) closed its last trading session 00.000 at 0.140 with shares trading hands.

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