Amended Current Report Filing (8-k/a)
September 25 2019 - 6:54AM
Edgar (US Regulatory)
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2019-09-18
2019-09-19
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported)
September 19, 2019
SM Energy Company
(Exact
name of registrant as specified in its charter)
Delaware
|
001-31539
|
41-0518430
|
(State
or other jurisdiction
|
(Commission
|
(I.R.S.
Employer
|
of incorporation)
|
File
Number)
|
Identification
No.)
|
1775 Sherman Street, Suite 1200, Denver, Colorado
(Address of principal
executive offices)
|
80203
(Zip Code)
|
Registrant's
telephone number, including area code: (303) 861-8140
Not
applicable
(Former
name or former address, if changed since last report.)
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 (see General Instruction A.2.):
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
Trading
symbol(s)
|
Name
of each exchange on which registered
|
Common stock, $0.01 par value
|
SM
|
New York Stock Exchange
|
Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Explanatory
Note
SM
Energy Company (the "Company") is filing this amendment (this "Amended Filing") to the Current Report on Form 8-K that was filed
on September 24, 2019 (the "Original Form 8-K") to remove the information provided pursuant to Section 7.01 to the Original Form
8-K. Such information was inadvertently included in the Original Form 8-K in error. While the Company's bank syndicate is in the
process of conducting its semi-annual borrowing base redetermination, the process has not concluded. The Company has no reason
to believe that the semi-annual borrowing base redetermination will not result in a reaffirmation of the borrowing base. This
Amended Filing amends and restates the Original Form 8-K in its entirety.
Item
1.01
|
Entry
into a Material Definitive Agreement.
|
On
September 19, 2019, the Company and its lenders entered into the Second Amendment (the “Amendment”)
to the Sixth Amended and Restated Credit Agreement (the “Credit Agreement”) by and among the Company,
Wells Fargo Bank, National Association, as Administrative Agent, and the institutions named therein as Lenders. Capitalized terms
used but not defined herein have the meanings as ascribed to such terms in the Credit Agreement.
The
Amendment modifies the Credit Agreement to permit the Company to enter into Swap Agreements with respect to the price of electricity
in order to minimize exposure to electrical price volatility.
The
foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the Amendment,
a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is 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 of this Current Report on Form 8-K is incorporated into this Item 2.03 by reference.
Item
9.01
|
Financial
Statements and Exhibits.
|
(d)
Exhibits.
SIGNATURES
Pursuant
to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
|
|
|
SM
ENERGY COMPANY
|
|
|
|
|
Date:
|
September 25, 2019
|
By:
|
/s/
PATRICK A. LYTLE
|
|
|
|
Patrick
A. Lytle
|
|
|
|
Controller
and Assistant Secretary
|
|
|
|
(Principal
Accounting Officer)
|
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