ATP Oil & Gas 8-K 2012
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Pursuant to Section 13 or 15(d) of The
Securities Exchange Act of 1934
Date Of Report (Date of Earliest Event Reported) March 9, 2012
ATP OIL & GAS CORPORATION
(Exact name of registrant as specified in its charter)
4600 Post Oak Place, Suite 100
Houston, Texas 77027
(Address of principal executive offices)
(Registrants telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Item 1.01. Entry into Material Definitive Agreement.
On March 9, 2012, ATP Oil & Gas Corporation (the Company) entered into Amendment and Restatement and Incremental Loan Assumption Agreement dated as of March 9, 2012 (the Amendment) to the Credit Agreement, dated as of June 18, 2010 (the Credit Agreement), as amended, among the Company, the lenders party thereto and CREDIT SUISSE AG (CS), as administrative agent and collateral agent. The Amendment provides for incremental term loans (Incremental Term Loans) of up an aggregate principal amount equal to (a) the lesser of (i) 10% of the Companys Adjusted Consolidated Net Tangible Assets (as defined in the Indenture, dated as of April 23, 2010, between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee, as in effect on the date the Incremental Term Loans are funded (the Closing Date) determined as of the Closing Date and (ii) $365,000,000, minus (b) the aggregate principal amount of all loans (other than the Incremental Term Loans) outstanding under the Credit Agreement on the Closing Date.
The description set forth above in this Item 1.01 is qualified in its entirety by the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and the contents thereof are 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 contained in Item 1.01 of this Form 8-K is hereby incorporated by reference into this Item 2.03. Capitalized terms used in this Form 8-K and not defined shall have the meanings ascribed them in the Credit Agreement.
Upon funding of the Incremental Term Loans, among other provisions, the Amendment will change the interest rate applied to outstanding principal amounts under the existing term loans from a fixed rate of 9.0% to a floating rate that is 7.25% greater than LIBOR (initially 8.75%) per annum. All conditions for funding the Incremental Term Loans must be satisfied or waived on or before March 30, 2012. Also upon funding of the Incremental Term Loans, the Company will pay initial fees to the lenders and an affiliate of CS equal to 1.0% and 2.0%, respectively, of the principal amount of the Incremental Term Loans.
Item 3.03. Material Modification to Rights of Security Holders.
The information contained in Item 1.01 and Item 2.03 of this Form 8-K is hereby incorporated by reference into this Item 3.03.
Item 8.01. Other Events.
On March 9, 2012, the Company issued a press release announcing the Amendment. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
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 hereunto duly authorized.