Rex Energy Corporation (NASDAQ:REXX) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry Into a Material Definitive Agreement.

On April3, 2018, Rex Energy Corporation (“Rex Energy” or the “Company”), and the subsidiary guarantors under the Term Loan Credit Agreement, dated as of April28, 2017 (the“Credit Agreement”) among the Company, as borrower, certain subsidiaries of the Company, as guarantors, Angelo, Gordon Energy Servicer, LLC, as administrative agent and collateral agent (the“Agent”), and the lenders party thereto (the“Lenders”), entered into a forbearance agreement with the Agent and the requisite Lenders (the“Forbearance Agreement”).

Under the Forbearance Agreement, the Agent and the Lenders have agreed to forbear from exercising their rights and remedies under the Credit Agreement in respect of certain defaults and alleged defaults thereunder, which include a cross-default as a result of the Company’s failure to make an interest payment due on April2, 2018 to the terms of the indenture governing the Company’s 1.0%/8.0% senior secured notes due 2020 (the “Senior Notes”) and certain financial reporting defaults by the Company under the Credit Agreement. Under the Forbearance Agreement, that forbearance will continue through April16, 2018, unless certain specified circumstances cause an earlier termination of that forbearance (the“Forbearance Period”). Subject to the terms of the Forbearance Agreement, as a result of the existing defaults referred to above, the Agent and the Lenders have the right to exercise their rights and remedies under the Credit Agreement, including, but not limited to, the right to enforce their security interest in the Company’s and the subsidiary guarantors’ assets pledged as collateral to secure obligations under the Credit Agreement and to pursue collection from the Company and the subsidiary guarantors.

The Forbearance Agreement does not cure or waive the existing defaults. Further, the Forbearance Agreement does not prevent the Agent from accelerating the amounts owed under the Credit Agreement, but prevents the Agents from taking any enforcement actions with respect to any accelerated obligations during the Forbearance Period. Upon expiration or termination of the Forbearance Period for any reason, the Agent and the Lenders will be able to exercise all rights and remedies granted to them under the Credit Agreement.

The Company entered into the Forbearance Agreement to provide the Company with time to continue discussions with its lenders and other holders of its securities, including the Senior Notes, its preferred stock, and its common stock, regarding potential transactions, or to otherwise opportunistically consider strategic financing proposals that management believes may be beneficial to the Company and its stakeholders. There can be no assurance that the Company will reach any agreement with any stakeholders on a financial restructuring of the Company by the end of the Forbearance Period, if at all, or that the Forbearance Period will be extended.

The foregoing summary of the Forbearance Agreement is not complete and is qualified in its entirety by a copy of the Forbearance Agreement filed as Exhibit 99.1, which exhibit is incorporated herein by reference.

Cautionary Note Regarding Forward-Looking Statements

Certain Statements in this Form 8-K and the exhibits hereto that are not historical facts are “forward-looking statements” within the meaning of Section27A of the Securities Act of 1933, as amended, and Section21E of the Securities Exchange Act of 1934, as amended. The Company believes these statements and the assumptions and estimates contained therein are reasonable based on information that is currently available to it. However, management’s assumptions and the Company’s future performance are subject to a wide range of business risks and uncertainties, both known and unknown, and the Company cannot assure that the Company can or will meet the goals, expectations and projections. Any number of factors could cause our actual results to be materially different from those expressed or implied in the Company’s forward looking statements. Further information on the risks and uncertainties that may affect our business is available in the Company’s filings with the SEC, and the Company strongly encourages readers to review and understand those risks. The Company does not assume or undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

Item 1.01. Other Events.

On April2, 2018, Rex Energy did not make the semiannual payment of interest due in respect of its Senior Notes. If Rex Energy fails to make such interest payment within the 30 day grace period, the Senior Notes will be subject to acceleration.

Item 1.01 Financial Statements and Exhibits.

(a) Exhibits.

REX ENERGY CORP Exhibit
EX-99.1 2 d552295dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 Execution Version This FORBEARANCE AGREEMENT (as may be amended,…
To view the full exhibit click here

About Rex Energy Corporation (NASDAQ:REXX)

Rex Energy Corporation is an independent oil, natural gas liquid (NGL) and natural gas company. The Company has operations in the Appalachian Basin and Illinois Basin. In the Appalachian Basin, the Company is focused on its Marcellus Shale, Utica Shale and Upper Devonian (Burkett) Shale drilling and exploration activities. In the Illinois Basin, the Company is focused on its developmental oil drilling on its properties. The Company owns an interest in approximately 1,820 oil and natural gas wells. The Company produces an average of over 195.8 net millions of cubic feet equivalent (MMcfe) per day, composed of approximately 62.4% natural gas, over 9.5% oil and approximately 28.1% NGLs. In the Illinois Basin, the Company produces an average of approximately 1,998 barrels of oil per day (bopd). Including both developed and undeveloped acreage, the Company controls approximately 99,200 gross (over 79,700 net) acres in Illinois, Indiana and Kentucky.