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Re: None

Wednesday, 03/04/2015 12:36:57 PM

Wednesday, March 04, 2015 12:36:57 PM

Post# of 677
8-K OUT:

The Bond holders on the Forest Oil side are going to be the last big hurdle here IMHO....once that gets straightened out we should be in much better shape...hopefully they come to an agreement soon, Sabine does have a few options, we'll see how they deal with it....GLTA....

http://www.sec.gov/Archives/edgar/data/38079/000110465915016383/a15-5819_28k.htm

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

On February 25, 2015, we borrowed approximately $356 million under our Second Amended and Restated Credit Agreement, dated as of December 16, 2014, by and among us, Wells Fargo Bank, National Association, as administrative agent, and the lenders and other parties party thereto (the “Revolving Credit Facility”), which represented the remaining undrawn amount that was available under the Revolving Credit Facility. These funds are intended to be used for general corporate purposes.

As of March 2, 2015, following the completion of this borrowing, the aggregate principal amount of borrowings under the Revolving Credit Facility were approximately $1.0 billion, including approximately $29 million of letters of credit, and our current cash balance was approximately $350 million. These borrowings bear interest at LIBOR plus a margin of 2.50%. For more information about the Revolving Credit Facility, see Item 2.03 of our Current Report on Form 8-K dated December 22, 2014, which discussion of the Revolving Credit Facility is incorporated herein by reference.

ITEM 2.04. Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.

On February 25, 2015, we received a notice of default and acceleration (the “Notice”) from the trustee, Wilmington Savings Fund Society, FSB, as successor to U.S. Bank National Association (the “Trustee”), with respect to our 7.25% Senior Notes due 2019 (the “Notes”) issued pursuant to the indenture, by and among us, the guarantors party thereto and the Trustee, dated as of June 6, 2007 (the “Indenture”), alleging certain events of default had occurred under the Notes.

The Notice alleged that (i) the events and transactions that are the subject of, or have been referenced in our two reports on Form 8-K filed on December 16, 2014 (the “Business Combination Transactions”), constituted a change of control under the Indenture and (ii) our failure to issue a change of control offer pursuant to the Indenture and repurchase the Notes pursuant to the change of control redemption provision of the Notes resulted in an event of default on January 15, 2015. The Trustee has demanded acceleration of the Notes and payment in full of all amounts owing under the Notes. We do not believe that a change of control occurred under the Indenture for the Notes as a result of the Business Combination Transactions, and therefore do not believe that the Trustee’s claims hold merit.

If you only knew the magnificence of the 3, 6 and 9, then you would have the key to the universe....N Tesla

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