0001171843-11-002658.txt : 20110901 0001171843-11-002658.hdr.sgml : 20110901 20110901090028 ACCESSION NUMBER: 0001171843-11-002658 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110901 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110901 DATE AS OF CHANGE: 20110901 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NGP Capital Resources Co CENTRAL INDEX KEY: 0001297704 IRS NUMBER: 201371499 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 814-00672 FILM NUMBER: 111069748 BUSINESS ADDRESS: STREET 1: 1221 MCKINNEY STREET STREET 2: SUITE 2975 CITY: HOUSTON STATE: TX ZIP: 77010 BUSINESS PHONE: (713) 752-0062 MAIL ADDRESS: STREET 1: 1221 MCKINNEY STREET STREET 2: SUITE 2975 CITY: HOUSTON STATE: TX ZIP: 77010 FORMER COMPANY: FORMER CONFORMED NAME: NGP Capital Resources CO DATE OF NAME CHANGE: 20040720 8-K 1 f8k_090111.htm FORM 8-K f8k_090111.htm
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):  September 1, 2011


NGP CAPITAL RESOURCES COMPANY
(Exact name of Registrant as specified in its charter)


Maryland
(State or other jurisdiction of
incorporation or organization)
814-00672
(Commission
File Number)
20-1371499
(I.R.S. Employer
Identification No.)
 
1221 McKinney Street, Suite 2975
Houston, Texas
(Address of principal executive offices)
 
77010
(Zip Code)

Registrant’s Telephone Number, including area code:  (713) 752-0062
 
Not Applicable
(Former name, former address and former fiscal year, 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))
 
 
 

 
Item 7.01. Regulation FD Disclosure.
 
On September 1, 2011, the Registrant issued a press release announcing that it has committed and funded $27.5 million toward a $55.0 million Senior Secured First Lien Term Loan with a private company operating onshore in the Gulf Coast and in the shallow waters of the Gulf of Mexico.
 
In the same press release, the Registrant announced that (i) it purchased an additional $8.0 million face amount of GMX Resources, Inc. 5.00% Senior Convertible Notes due February 1, 2013, for an aggregate cost of $6.9 million, and (ii) that Tammany Oil & Gas, LLC repaid $6.0 million of its Senior Secured Multiple-Advance Term Loan and repurchased an after-payout royalty interest and warrants for $2.0 million.  The text of the press release is included as Exhibit 99.1 to this Form 8-K.
 
The information disclosed under this Item 7.01, including Exhibit 99.1 hereto, is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
 
Item 9.01. Financial Statements and Exhibits.

 
(d)   Exhibits.
 
 
99.1
Press Release dated September 1, 2011
 


 
 

 
SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


NGP Capital Resources Company


By: /s/ L. Scott Biar
L. Scott Biar
Chief Financial Officer



Date:  September 1, 2011


 
 
 

 
EXHIBIT INDEX
 
 

 
Exhibit No.                      Description
 
99.1
Press Release dated September 1, 2011
 
EX-99 2 exh_991.htm EXHIBIT 99.1 exh_991.htm
EXHIBIT 99.1
 

 
NGP Capital Resources Company Announces $34.4 Million of New Investments
 
Houston, Texas , Sept. 1, 2011 (GLOBE NEWSWIRE) -- NGP Capital Resources Company (NASDAQ: NGPC) (the "Company") today announced that it has committed and funded $27.5 million toward a $55.0 million Senior Secured First Lien Term Loan (the "Term Loan") to a private company operating onshore in the Gulf Coast and in the shallow waters of the Gulf of Mexico (the "Issuer"). Chambers Energy Capital LP, a Houston-based private investment firm, funded the remaining $27.5 million of the facility. Proceeds of the Term Loan will be used by the Issuer to acquire certain oil and gas properties in various stages of production and development. The Term Loan is secured by all of the Issuer’s assets and matures on December 31, 2014.
 
Additionally, during August 2011, the Company purchased an additional $8.0 million face amount of GMX Resources, Inc. 5.00% Senior Convertible Notes due February 1, 2013 (the "GMXR Notes"), for an aggregate cost of $6.9 million. Estimated yield-to-maturity on the newly purchased GMXR Notes is approximately 16.3%. Our total position in GMXR Notes is now $12.7 million with an aggregate cost of $10.6 million.
 
Also in August 2011, Tammany Oil & Gas, LLC ("Tammany") repaid $6.0 million of its Senior Secured Multiple-Advance Term Loan, leaving a balance outstanding of $14.6 million. Tammany also repurchased from the Company its 5% after-payout overriding royalty interest and half of the Company’s warrant position for $2.0 million. The Company retains its 3% overriding royalty interest and warrants for 10% of Tammany’s equity. As a result of this transaction, the Company realized a capital gain of approximately $2.0 million, which will be recognized in the third quarter of 2011.
 
Thus far in 2011, the Company has funded investments totaling $90 million.
 
About NGP Capital Resources Company
 
NGP Capital Resources Company is a closed-end, non-diversified management investment company that has elected to be regulated as a business development company under the Investment Company Act of 1940. We principally invest in energy-related private companies and from time to time, we may also invest in public companies. We invest primarily in senior secured and mezzanine loans according to our business plan and in some instances receive equity interests in portfolio companies in connection with such investments. Our manager is NGP Investment Advisor, LP, an affiliate of NGP Energy Capital Management, L.L.C., an Irving, Texas-based leading investment firm with over $9.5 billion of cumulative capital under management since inception, serving all sectors of the energy industry.
 
Forward-Looking Statements
 
This press release may contain forward-looking statements. We may use words such as "anticipates," "believes," "intends," "plans," "expects," "projects," "estimates," "will," "should," "may" and similar expressions to identify forward-looking statements. These forward-looking statements are subject to various risks and uncertainties. Certain factors could cause actual results and conditions to differ materially from those projected, including the uncertainties associated with the timing of transaction closings, changes in interest rates, availability of transactions, the future operating results of our portfolio companies, regulatory factors, changes in regional, national, or international economic conditions and their impact on the industries in which we invest, other changes in the conditions of the industries in which we invest and other factors enumerated in our filings with the Securities and Exchange Commission (the "SEC").
 
You should not place undue reliance on such forward-looking statements, which speak only as of the date they are made. We undertake no obligation to update our forward-looking statements made herein, unless required by law.
 
Persons considering an investment in NGP Capital Resources Company should consider the investment objectives, risks, and charges and expenses of the Company carefully before investing. Such information and other information about us is available in our annual report on Form 10-K, in our quarterly reports on Form 10-Q and in prospectuses we issue from time to time in connection with our offering of securities. Such materials are filed with the SEC and copies are available on the SEC’s website, www.sec.gov, and in the Investor Relations section of our website at www.ngpcrc.com. Prospective investors should read such materials carefully before investing.
 
INVESTMENT CONTACT: Please send investment proposals to:
 
NGP Capital Resources Company 713-752-0062
 
Kelly Plato (kplato@ngpcrc.com),
 
Dan Schockling (dschockling@ngpcrc.com),
 
Hans Hubbard (hhubbard@ngpcrc.com), or
 
Chris Ryals (cryals@ngpcrc.com).
 
CONTACT: L. Scott Biar (investor_relations@ngpcrc.com), 713-752-0062.