UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
February 21, 2011 (February 18, 2011)
RANGE RESOURCES CORPORATION
(Exact name of registrant as specified in its charter)
| |
|
|
|
|
|
| Delaware
|
|
001-12209
|
|
34-1312571 |
| |
|
|
|
|
(State or other jurisdiction of
incorporation)
|
|
(Commission
File Number)
|
|
(IRS Employer
Identification No.) |
| |
|
|
|
100 Throckmorton, Suite 1200
Ft. Worth, Texas
|
|
76102 |
|
|
|
|
| (Address of principal executive offices)
|
|
(Zip Code) |
Registrant’s telephone number, including area code: (817) 870-2601
(Former name or former address, if changed since last report): Not applicable
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligations of the registrant under any of the following provisions (see General
Instruction A.2. below):
|
|
|
| o |
|
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
|
|
|
| o |
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
|
|
|
| o |
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
|
|
|
| o |
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
ITEM 1.01 Entry into a Material Definitive Agreement.
On February 18, 2011
Range Resources Corporation (the “Company”) entered into a Fourth Amended
and Restated Credit Agreement (the “Credit Agreement”) by and among the Company, certain subsidiaries of the Company and
J.P. Morgan Chase Bank, N.A. and institutions named therein as lenders, J.P. Morgan Chase Bank,
N.A. as Administrative Agent. The $2.0 billion Senior Secured
Credit Facility provided for by the Credit Agreement (the
“Revolving Credit Facility”) is secured by
substantially all of the assets of the Company. This Credit Agreement replaces the prior Third Amended
and Restated Credit Agreement by and among the Company, certain subsidiaries of the Company and
J.P. Morgan Chase Bank, N.A. and institutions named (therein) as lenders, which would have expired
on October 26, 2012.
The
new Revolving Credit Facility has a maximum facility amount of $2.0 billion with
the initial total commitments of the lenders on January 18, 2011 of $1.5 billion. The loan matures
on February 18, 2016. Borrowings under the facility can either
be, at the Company's election: (i) at the Alternate Base
Rate (as defined in the Credit Agreement) plus a spread ranging from
0.50% to 1.50% or (ii) LIBOR borrowings at the Adjusted
LIBO Rate (as defined in the Credit Agreement) plus a spread ranging from 1.50% to 2.5%. The applicable spread is
dependent upon borrowings relative to the borrowing base. The facility contains customary
covenants including, but not limited to, (i) a minimum current
ratio and a maximum leverage ratio and (ii) limitations on
incurrence of investments, liens on assets, transactions with
affiliates, mergers consolidations and sales of assets. The facility also
includes customary events of default, conditions, representations and
warranties and indemnification provisions.
The
indebtedness under the Revolving Credit Facility, along with certain
hedging obligations owed to lenders or their affiliates and certain
other obligations owed to lenders or their affiliates, are guaranteed
by certain of the Company's direct or indirect wholly-owned
subsidiaries.
The
foregoing description of the Credit Agreement does not purport to be
complete and is qualified in its entirety by reference to the
Agreement filed as Exhibit 10.1 to this Current Report on
Form 8-K and incorporated into this Item 1.01 by reference.
Affiliates
of certain of the lenders under the Senior Secured Credit Facility
have provided from time to time, and may provide in the future,
investment and commercial banking and financial advisory services to
the Company and its affiliates in the ordinary course of business,
for which they have received, and may continue to receive, customary
fees and commissions.
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 under Item 1.01 above is hereby
incorporated into this Item 2.03 by reference.
ITEM 9.01 Financial Statements and Exhibits
(d) Exhibits:
| |
10.1 |
|
Fourth Amended and Restated Credit Agreement dated February 18, 2011 |