Item 1.01 Entry Into a Material Definitive Agreement

Source Press Release
Company Gulfport Energy Corporation 
Tags Debt Financing, Financing
Date July 30, 2020

Amendment to Credit Facility

On July 27, 2020, Gulfport Energy Corporation (the “Borrower”), as borrower, entered into a sixteenth amendment (the “Sixteenth Amendment”) to the Amended and Restated Credit Agreement, dated as of December 27, 2013, as amended to the date hereof, with the guarantors party thereto, The Bank of Nova Scotia, as administrative agent, and the lenders party thereto (the “Credit Agreement”). Terms used in this Current Report on Form 8-K, but not otherwise defined herein, shall have the meaning as defined in the Credit Agreement.

Among other changes, the Sixteenth Amendment amends the Credit Agreement to: (i) require that, in the event of any issuances of Senior Notes, including Second Lien Notes, after the Effective Date, the then effective Borrowing Base will be reduced by a variable amount prescribed in the Credit Agreement to the extent the proceeds are not used to satisfy previously issued senior notes within 90 days of such issuance; (ii) require that each Loan Notice specify the amount of the then effective Borrowing Base and Pro Forma Borrowing Base, the Aggregate Elected Commitment Amount, and the current Total Outstandings, both with and without regard to the requested Borrowing; (iii) permit the Borrower or any Restricted Subsidiary to enter into obligations in connection with a Permitted Bond Hedge Transaction or Permitted Warrant Transaction; (iv) permit the Borrower to make any payments of Senior Notes and Subordinated Obligation prior to their scheduled maturity, in any event not to exceed $750,000,000 or, if lesser, the net cash proceeds of any Senior Notes issued within 90 days before such payment; (v) require that the Senior Notes have a stated maturity date of no earlier than March 13, 2024, as well as not require payment of principal prior to such date, in order for the Borrower to be permitted to secure indebtedness under the Senior Notes; (vi) permit certain additional liens securing obligations in respect of the incurrence or issuance of any Permitted Refinancing Notes not to exceed $750,000,000, subject to the terms of an intercreditor agreement; and (vii) amend and restate the Applicable Rate Grid to provide as follows:

Applicable Rate 
Applicable
Usage Level 
Commitment fee  Eurodollar Rate Loans and Letters of Credit  Base Rate Loans 
Level 1  0.375%  2.00%  1.00% 
Level 2  0.375%  2.25%  1.25% 
Level 3  0.50%  2.50%  1.50% 
Level 4  0.50%  2.75%  1.75% 
Level 5  0.50%  3.00%  2.00% 

 The preceding summary of the Sixteenth Amendment is qualified in its entirety by reference to the full text of such amendment, a copy of which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

Source: EvaluateEnergy® ©2020 EvaluateEnergy Ltd