OASIS PETROLEUM INC. (NYSE:OAS) Files An 8-K Entry into a Material Definitive AgreementItem 1.01 Entry into a Material Definitive Agreement.
| • | any guarantee of the Notes by a Guarantor ceases to be in full force and effect, is declared null and void in a judicial proceeding or is denied or disaffirmed by its maker. |
A copy of the Indenture is filed as Exhibit 4.1 to this Form 8-K and is incorporated herein by reference. The description of the Indenture is a summary and is qualified in its entirety by the terms of the Indenture.
Eighth Supplemental Indenture for 2019 Notes and Ninth Supplemental Indenture for 2021 Notes
to the Company’s previously announced consent solicitations (the “Consent Solicitations”) made in conjunction with its cash tender offers (the “Tender Offers”) to purchase certain of its senior unsecured notes, the Company received consents from holders of the Company’s 7.25% Senior Notes due 2019 Notes (the “2019 Notes”) and 6.5% Senior Notes due 2021 (the “2021 Notes”) to amend certain provisions of the applicable indentures governing the 2019Notes and 2021Notes. Following receipt of the requisite consents of the applicable holders of the 2019 Notes and 2021 Notes, on May14, 2018, the Company entered into: (i)the Eighth Supplemental Indenture (the “Eighth Supplemental Indenture”) to the Indenture, dated as of February2, 2011, among the Company, the Subsidiary Guarantors named therein and U.S. Bank National Association, as trustee, as supplemented and amended as of the date thereof, and (ii)the Ninth Supplemental Indenture (the “Ninth Supplemental Indenture”) to the Indenture, dated as of November10, 2011, among the Company, the Subsidiary Guarantors named therein and U.S. Bank National Association, as trustee, as supplemented and amended as of the date thereof. The Eighth Supplemental Indenture and the Ninth Supplemental Indenture eliminate substantially all of the restrictive covenants and certain events of default and modify the minimum notice period requirements for redemption of the 2019 Notes and 2021 Notes, respectively. The Eighth Supplemental Indenture and the Ninth Supplemental Indenture became operative upon the purchase by the Company of a majority of the outstanding 2019 Notes and 2021 Notes, respectively, to the Tender Offers.
Copies of the Eighth Supplemental Indenture and the Ninth Supplemental Indenture are filed as Exhibit 4.2 and Exhibit4.3 hereto, respectively, and are incorporated herein by reference.The descriptions of the Eighth Supplemental Indenture and the Ninth Supplemental Indenture contained herein are qualified in their entirety by the full text of such exhibits.
Item 1.01 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information included in Item 1.01 of this Current Report on Form 8-K under the caption “Indenture for 6.25% Senior Notes due 2026” is incorporated by reference into this Item 1.01 of this Current Report on Form 8-K.
Item 1.01 Regulation FD Disclosure.
On May14, 2018, the Company issued a press release announcing the results of the Tender Offers and the Consent Solicitations as of the Early Tender Date, its intent to enter into the Eighth Supplemental Indenture and the Ninth Supplemental Indenture and its intent to redeem all of the 2019Notes remaining outstanding. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated by reference into this Item 1.01.
The information in this Item 1.01 (including the exhibit) shall not be deemed to be “filed” for purposes of Section18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, and is not incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act.
Item 1.01 Other Events.
On May14, 2018, the Company directed U.S. Bank National Association, as trustee with respect to the 2019 Notes, to notify each holder of outstanding 2019Notes that the Company had elected to redeem all outstanding 2019 Notes at a redemption price equal to 50% of the principal amount thereof, plus accrued and unpaid interest to the redemption date of May29, 2018.
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Item 1.01 Financial Statements and Exhibits.
(d) Exhibits.
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ExhibitNo. |
Description of Exhibit |
| 4.1 | Indenture, dated as of May14, 2018, among the Company, the Guarantors and U.S. Bank National Association, as trustee. |
| 4.2 | Eighth Supplemental Indenture, dated as of May14, 2018, among the Company, the Guarantors and U.S. Bank National Association, as trustee. |
| 4.3 | Ninth Supplemental Indenture, dated as of May14, 2018, among the Company, the Guarantors and U.S. Bank National Association, as trustee. |
| 99.1 | Press release dated May14, 2018. |
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Oasis Petroleum Inc. ExhibitEX-4.1 2 d738091dex41.htm EX-4.1 EX-4.1 Exhibit 4.1 OASIS PETROLEUM INC. AND EACH OF THE GUARANTORS PARTY HERETO 6.25% SENIOR NOTES DUE 2026 INDENTURE Dated as of May 14,…To view the full exhibit click here
About OASIS PETROLEUM INC. (NYSE:OAS)
Oasis Petroleum Inc. is an independent exploration and production company. The Company is focused on the acquisition and development of unconventional oil and natural gas resources in the North Dakota and Montana regions of the Williston Basin. Its segments include Exploration and Production, which is engaged in the acquisition and development of oil and natural gas properties; Well Services, which performs completion services for the Company’s oil and natural gas wells operated by Oasis Petroleum North America LLC (OPNA), and Midstream Services, which performs salt water gathering and disposal and other midstream services for the Company’s oil and natural gas wells operated by OPNA. The Company’s projects include Williston Basin, West Williston and East Nesson. It also operates a well services business through Oasis Well Services LLC (OWS) and a midstream services business through Oasis Midstream Services LLC (OMS).