ATP Oil & Gas 8-K 2007
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
DATE OF EARLIEST EVENT REPORTED: September 7, 2007
ATP OIL & GAS CORPORATION
(Exact name of registrant as specified in its charter)
Commission file number: 000-32261
4600 Post Oak Place, Suite 200
Houston, Texas 77027
(Address of principal executive offices)
(Registrants telephone number, including area code)
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On September 7, 2007, ATP Oil & Gas Corporation (the Company), the lenders and Credit Suisse (as administrative agent for the lenders) entered into an Unsecured Subordinated Credit Agreement (the Facility) for aggregate borrowings of $160.0 million. The borrowings bear interest at 11.25%, payable quarterly, and mature on September 7, 2011. Such borrowings are subordinated to the Companys Third Amended and Restated Credit Agreement dated as of December 28, 2006, as amended (the Existing Credit Agreement) and may be prepaid at any time at the option of the Company, subject to limitations set forth in the Companys Existing Credit Agreement. The Company expects to recognize over the term of the facility additional noncash interest charges related to deferred financing costs, an original issue discount and a sliding-scale redemption premium, each of which will be amortized as interest expense over the term of the Facility. If held to maturity, the aggregate average effective interest rate on the borrowings, including the noncash components, is expected to be approximately 15.6%. From this Facility, the Company received net proceeds of $146.3 million after deducting $13.7 million for the original issue discount, fees and expenses.
The proceeds of the Facility will be used to fund near-term development and acquisition opportunities and other general corporate purposes of the Company and its subsidiaries. The Facility contains no financial performance covenants, but contains affirmative and negative covenants, including limitations on incurring certain indebtedness, that are usual and customary for transactions of this type.
The foregoing description of the Facility does not purport to be complete and is qualified in its entirety by reference to the Facility filed as an exhibit hereto and incorporated by reference herein.
Item 7.01. Regulation FD Disclosure
On September 7, 2007, the Company issued a press release, included herein as Exhibit 99.1, announcing the Facility.
Item 9.01. Financial Statements and Exhibits
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned and thereunto duly authorized.