Item 1.01. Entry into a Material Definitive Agreement.
On August 18, 2021, Penn Virginia Corporation (the "Company") entered into the
Master Assignment, Agreement and Amendment No. 11 to Credit Agreement (the "RBL
Amendment") among Penn Virginia Holdings, LLC, a subsidiary of the Company, as
borrower (the "Borrower"), the Company, certain subsidiaries of the Company
party thereto, certain lenders party thereto, Wells Fargo Bank, National
Association, as administrative agent (the "First Lien Agent") and as an issuing
lender, Citibank, N.A., as the issuer of certain letters of credit and such
other persons identified as a "New Lender" on the signature pages thereto. The
RBL Amendment, in addition to other changes described in the RBL Amendment,
amends the Credit Agreement dated as of September 12, 2016 (as amended,
supplemented or otherwise modified to date, the "Revolving Credit Agreement")
to, on the date of the closing of the merger with Lonestar Resources US Inc. and
satisfaction of other conditions set forth in the RBL Amendment (the "Amendment
Effective Date"), (1) increase the borrowing base under the Revolving Credit
Agreement to $600 million, with aggregate elected commitments of $400 million,
(2) remove certain availability restrictions that were imposed under the terms
of the Agreement and Amendment No. 9 to Credit Agreement, dated as of
January 15, 2021, among the Borrower, the Company, the subsidiaries of the
Company party thereto, the lenders party thereto and the First Lien Agent,
(3) remove minimum hedging requirements, (4) remove the first lien leverage
ratio covenant, (5) remove PV Energy Holdings, L.P. and PV Energy Holdings GP,
LLC as guarantors, and (6) extend the maturity date to the date that is the four
year anniversary of the Amendment Effective Date.
The foregoing description of the RBL Amendment does not purport to be complete
and is qualified in its entirety by reference to the full text of the RBL
Amendment, a copy of which is filed as Exhibit 10.1 to this Current Report on
Form 8-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 in Item 1.01 regarding the RBL Amendment is
incorporated by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
10.1 Master Assignment, Agreement and Amendment No. 11 to Credit
Agreement, entered into and dated as of August 18, 2021, among Penn
Virginia Holdings, LLC, as borrower, Penn Virginia Corporation, as
holdings, certain subsidiaries of holdings party thereto, certain
lenders party thereto, Wells Fargo Bank, National Association, as
administrative agent for the lenders and as an issuing lender,
Citibank, N.A., as the issuer of certain letters of credit and such
other persons identified as a "New Lender" on the signature pages
104 The cover page from Penn Virginia Corporation's Current Report on Form
8-K, formatted in Inline XBRL (included as Exhibit 101).
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