Item 1.01 Entry into a Material Definitive Agreement.
On October 14, 2022 (the "Fifth Amendment Effective Date"), HighPeak Energy,Inc. (the "Company"), as borrower, Fifth Third Bank, National Association, asthe existing administrative agent (the "Existing Agent"), Wells Fargo Bank,National Association, as the new administrative agent (the "New Agent"), theguarantors party thereto and the lenders party thereto entered into that certainFifth Amendment to Credit Agreement (the "Credit Agreement Amendment"), which,upon effectiveness, amended that certain Credit Agreement, dated as of December17, 2020 (as amended, restated, amended and restated, supplemented or otherwisemodified by (i) that certain First Amendment to Credit Agreement, dated as ofJune 23, 2021, (ii) that certain Second Amendment to Credit Agreement, dated asof October 1, 2021, (iii) that certain Third Amendment to Credit Agreement,dated as of February 9, 2022, (iv) that certain Fourth Amendment to CreditAgreement, dated as of June 27, 2022 and (v) the Credit Agreement Amendment,(the "Credit Agreement")), among the Company, Fifth Third Bank, NationalAssociation, as administrative agent, the guarantors party thereto and thelenders party thereto to, among other things, (i) increase the electedcommitments to $525 million and the borrowing base to $550 million, (ii) requirean additional borrowing base redetermination on or about December 1, 2022, (iii)modify the permitted dividends and distributions conditions such that minimumavailability under the credit facility must be 25% percent (as opposed to 30%before giving effect to the Credit Agreement Amendment) and (iv) appoint the NewAgent as the replacement administrative agent to replace the Existing Agent.
In addition, in connection with the Credit Agreement Amendment, to the extentthe Company incurs any additional specified unsecured senior, seniorsubordinated or subordinated future indebtedness between the Fifth AmendmentEffective Date and June 30, 2023, the Company's obligation to reduce theborrowing base by an amount equal to 25% of the principal amount of suchadditional future indebtedness shall be waived. In connection with the CreditAgreement Amendment, the lenders waived two technical events of default existingwith the Credit Agreement, as it existed prior to giving effect to the CreditAgreement Amendment, related to entering into and maintaining certain minimumhedges as of the fiscal quarters ending June 30, 2022 and September 30, 2022 andcomplying with the required current ratio as of the fiscal quarter endingSeptember 30, 2022.
The foregoing description of the Credit Agreement Amendment is qualified in itsentirety by reference to the Credit Agreement Amendment, a copy of which isattached hereto as Exhibit 10.1 and is incorporated by reference.
Item 2.03 Creation of a Direct Financial
The information set forth under Item 1.01 above is hereby incorporated into thisItem 2.03 by reference.
Item 7.01 Regulation FD Disclosure.
The Company issued a press release on October 18, 2022 announcing that onOctober 18, 2022 it had entered into the Credit Agreement Amendment. A copy ofthe press release is included as Exhibit 99.4 hereto and incorporated byreference.
The information furnished pursuant to this Item 7.01 shall not be deemed to be"filed" for purposes of Section 18 of the Securities Act and will not beincorporated by reference into any filing under the Securities Act, unlessspecifically identified therein as being incorporated therein by reference.
Item 9.01 Financial Statements and Exhibits.
--------------------------------------------------------------------------------
Edgar Online, source Glimpses
Here is the original post:
- Quinn: Supreme Court should clarify Fourth Amendment rights in the digital age - April 26th, 2014 [April 26th, 2014]
- Fourth amendment | Wex Legal Dictionary / Encyclopedia ... - April 26th, 2014 [April 26th, 2014]
- The Fourth Amendment is destroyed by the Roberts led Supreme Court. - Video - April 26th, 2014 [April 26th, 2014]
- Protections for e-data clear Senate committee - April 27th, 2014 [April 27th, 2014]
- Weighing The Risks Of Warrantless Phone Searches During Arrests - April 29th, 2014 [April 29th, 2014]
- Court may let cops search smartphones - April 29th, 2014 [April 29th, 2014]
- Supreme Court to hear case on police searches of cellphones - April 29th, 2014 [April 29th, 2014]
- Fourth Amendment in the digital age: Supreme Court to decide if police can search cellphones without a warrant - April 30th, 2014 [April 30th, 2014]
- What Scalia knows about illegal searches - April 30th, 2014 [April 30th, 2014]
- Should police be allowed to search your smartphone - Video - April 30th, 2014 [April 30th, 2014]
- The Shaky Legal Foundation of NSA Surveillance on Americans - May 1st, 2014 [May 1st, 2014]
- Pennsylvania Supreme Court rules police don't need warrants to search cars - May 3rd, 2014 [May 3rd, 2014]
- Local police: Updated vehicle-search law still requires probable cause - May 3rd, 2014 [May 3rd, 2014]
- Liberal Supreme Court Justice Comes To The Defense Of Scalia - May 3rd, 2014 [May 3rd, 2014]
- Smartphones and the Fourth Amendment - Video - May 4th, 2014 [May 4th, 2014]
- Fourth Amendment Defined & Explained - Law - May 6th, 2014 [May 6th, 2014]
- I-Team: Do police seek search warrant friendly judges? - May 8th, 2014 [May 8th, 2014]
- Is Big Brother Listening? Applying the Fourth Amendment in an Electronic Age - Video - May 9th, 2014 [May 9th, 2014]
- Magistrate waxes poetic while rejecting Gmail search request - May 10th, 2014 [May 10th, 2014]
- The Fourth Amendment - Video - May 10th, 2014 [May 10th, 2014]
- License reader lawsuit can be heard, appeals court rules - May 15th, 2014 [May 15th, 2014]
- Seize the Rojo - Video - May 16th, 2014 [May 16th, 2014]
- NSA Spying Has a Disproportionate Effect on Immigrants - May 16th, 2014 [May 16th, 2014]
- Motorists sue Aurora, police in 2012 traffic stop after bank robbery - May 18th, 2014 [May 18th, 2014]
- Judge Says NSA Phone Surveillance Likely Unconstitutional - Video - May 21st, 2014 [May 21st, 2014]
- New York Attorney Heath D. Harte Releases a Statement on Fourth Amendment Rights - May 22nd, 2014 [May 22nd, 2014]
- The Fourth Amendment Rights - Video - May 23rd, 2014 [May 23rd, 2014]
- Bangor Area School District teachers vote no to random drug - May 24th, 2014 [May 24th, 2014]
- I Don't Care About The Contitution, Take Your Fourth Amendment And Shove It The Hills Hotel - Video - May 27th, 2014 [May 27th, 2014]
- Lonestar1776 at Illegal Checkpoint 80 Miles Inside Border - Standing UP & Pushing Back! pt 2/2 - Video - August 31st, 2014 [August 31st, 2014]
- Suit charges Daytona Beach's rental inspection program violates civil rights - September 3rd, 2014 [September 3rd, 2014]
- 4th Amendment - Laws.com - September 4th, 2014 [September 4th, 2014]
- YOU CAN ARREST ME NOW (cops refuse, steal phone) - Video - September 7th, 2014 [September 7th, 2014]
- The Feds Explain How They Seized The Silk Road Servers - September 8th, 2014 [September 8th, 2014]
- Volokh Conspiracy: Does obtaining leaked data from a misconfigured website violate the CFAA? - September 9th, 2014 [September 9th, 2014]
- Defence asks judge in NYC to toss out bulk of evidence in Silk Road case as illegally obtained - September 10th, 2014 [September 10th, 2014]
- Family of a mentally ill woman files lawsuit against San Mateo Co. after deadly shooting - September 10th, 2014 [September 10th, 2014]
- Minnesota Supreme Court upholds airport drug case decision - September 12th, 2014 [September 12th, 2014]
- Law Talk - Obamacare Rollout; Fourth Amendment, NSA Spying Stop & Frisk DUI Check Points lta041 - Video - September 12th, 2014 [September 12th, 2014]
- Volokh Conspiracy: The posse comitatus case and changing views of the exclusionary rule - September 15th, 2014 [September 15th, 2014]
- Guest: Why the privacy of a public employees cellphone matters - September 16th, 2014 [September 16th, 2014]
- Volokh Conspiracy: Apples dangerous game - September 19th, 2014 [September 19th, 2014]
- Judge expounds on privacy rights - September 20th, 2014 [September 20th, 2014]
- Great privacy essay: Fourth Amendment Doctrine in the Era of Total Surveillance - September 20th, 2014 [September 20th, 2014]
- The Fourth Amendment By Maison Erdman - Video - September 20th, 2014 [September 20th, 2014]
- Volokh Conspiracy: When administrative inspections of businesses turn into massive armed police raids - September 22nd, 2014 [September 22nd, 2014]
- The chilling loophole that lets police stop, question and search you for no good reason - September 23rd, 2014 [September 23rd, 2014]
- Pet Owners Look to Muzzle Police Who Shoot Dogs - September 27th, 2014 [September 27th, 2014]
- Volokh Conspiracy: A few thoughts on Heien v. North Carolina - September 29th, 2014 [September 29th, 2014]
- Volokh Conspiracy: Third Circuit on the mosaic theory and Smith v. Maryland - October 1st, 2014 [October 1st, 2014]
- Volokh Conspiracy: Third Circuit gives narrow reading to exclusionary rule - October 2nd, 2014 [October 2nd, 2014]
- Volokh Conspiracy: Supreme Court takes case on duration of traffic stops - October 3rd, 2014 [October 3rd, 2014]
- Search & Seizure, Racial Bias: The American Law Journal on the Philadelphia CNN-News Affiliate WFMZ Monday, October 6 ... - October 3rd, 2014 [October 3rd, 2014]
- Argument preview: How many brake lights need to be working on your car? - October 3rd, 2014 [October 3rd, 2014]
- The 'Barney Fife Loophole' to the Fourth Amendment - October 3rd, 2014 [October 3rd, 2014]
- Search & Seizure: A New Fourth Amendment for a New Generation? - Promo - Video - October 4th, 2014 [October 4th, 2014]
- Ap Government Fourth Amendment Project - Video - October 4th, 2014 [October 4th, 2014]
- Lubbock Liberty Workshop With Arnold Loewy On The Fourth Amendment - Video - October 5th, 2014 [October 5th, 2014]
- Feds Hacked Silk Road Without A Warrant? Perfectly Legal, Prosecutors Argue - October 7th, 2014 [October 7th, 2014]
- Supreme Court Starts Term with Fourth Amendment Case - October 7th, 2014 [October 7th, 2014]
- Argument analysis: A simple answer to a deceptively simple Fourth Amendment question? - October 9th, 2014 [October 9th, 2014]
- Feds Say That Even If FBI Hacked The Silk Road, Ulbricht's Rights Weren't Violated - October 9th, 2014 [October 9th, 2014]
- Mass Collection of U.S. Phone Records Violates the Fourth Amendment - Video - October 9th, 2014 [October 9th, 2014]
- Leggett sides with civil liberties supporters - October 10th, 2014 [October 10th, 2014]
- Search & Seizure / Car Stops: A 'New' Fourth Amendment for a New Generation? - Video - October 10th, 2014 [October 10th, 2014]
- The Fourth Amendment- The Maininator Period 4 - Video - October 10th, 2014 [October 10th, 2014]
- Judge nukes Ulbricht's complaint about WARRANTLESS FBI Silk Road server raid - October 11th, 2014 [October 11th, 2014]
- Montgomery County will not hold immigrants without probable cause -- Gazette.Net - October 13th, 2014 [October 13th, 2014]
- Debate: Does Mass Phone Data Collection Violate The 4th Amendment? - October 14th, 2014 [October 14th, 2014]
- Does the mass collection of phone records violate the Fourth Amendment? - October 19th, 2014 [October 19th, 2014]
- When Can the Police Search Your Phone and Computer? - October 21st, 2014 [October 21st, 2014]
- Supreme Court to decide if cops can access hotel registries without warrants - October 22nd, 2014 [October 22nd, 2014]
- Third Circuit Allows Evidence from Warrantless GPS Device - October 22nd, 2014 [October 22nd, 2014]
- US court rules in favor of providing officials access to entire email account - October 24th, 2014 [October 24th, 2014]
- EL MONTE POLICE OFFICER VIOLATES ARMY VETERAN'S FOURTH AMENDMENT RIGHT - Video - October 25th, 2014 [October 25th, 2014]
- FBI demands new powers to hack into computers and carry out surveillance - October 30th, 2014 [October 30th, 2014]
- Fourth Amendment (United States Constitution ... - November 4th, 2014 [November 4th, 2014]
- Fourth Amendment - Video - November 4th, 2014 [November 4th, 2014]
- Call Yourself a Hacker and Lose Fourth Amendment Rights - Video - November 5th, 2014 [November 5th, 2014]
- Volokh Conspiracy: Magistrate issues arrest warrants for 17 years but is new to probable cause - November 7th, 2014 [November 7th, 2014]