8-K

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

March 7, 2016

Date of Report (Date of earliest event reported)

Bonanza Creek Energy, Inc.

(Exact name of registrant as specified in its charter)

Delaware	001-35371	61-1630631
(State or other jurisdiction of incorporation or organization)	(Commission File No.)	(I.R.S. employer identification number)

410 17th Street, Suite 1400

Denver, Colorado 80202

(Address of principal executive offices, including zip code)

(720) 440-6100

(Registrant’s telephone number, including area code)

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:

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 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

On March 7, 2016, Bonanza Creek Energy, Inc. (the “Company”) borrowed $209,000,000 under that certain Credit Agreement, dated as of March 29, 2011, by and among the Company, KeyBank National Association, as administrative agent and the lenders from time to time party thereto (as previously amended, the “Credit Agreement”). These funds are intended to be used for general corporate purposes.

After giving effect to the funding of this borrowing, the aggregate principal amount of borrowings and letters of credit under the Credit Agreement are $300,000,000, including $12,000,000 of outstanding letters of credit. This new borrowing initially bears interest at the “base rate” which is the largest of (a) the administrative agent’s prime rate, (b) the federal funds rate plus 0.5%, or (c) the three-month LIBO rate (as defined in the Credit Agreement) plus 1.0%.

For more information about the Credit Agreement, see Item 7 of the Company’s 2015 Annual Report on Form 10-K, filed on February 29, 2016 and Exhibits 10.1 through 10.14 thereto as well as the Company’s other filings with the Securities and Exchange Commission.

Item 7.01 Regulation FD Disclosure.

In accordance with General Instruction B.2 of Form 8-K, the following information, including Exhibit 99.1, shall not be deemed filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall such information and Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

On March 10, 2016, the Company issued a press release announcing that it had borrowed under the Credit Agreement and restructured its commodity derivatives contracts. A copy of the press release is furnished as Exhibit 99.1 to this report and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)    Exhibits

99.1 Press release issued March 10, 2016.

SIGNATURE

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

	Bonanza Creek Energy, Inc.
Dated: March 10, 2016	By:	/s/ Christopher I. Humber
	Name:	Christopher I. Humber
	Title:	Executive Vice President, General Counsel and
		Secretary

INDEX TO EXHIBITS

Exhibit Number	Description
99.1	Press release issued March 10, 2016.

EX-99.1

Exhibit 99.1

Bonanza Creek Energy Executes Borrowing Under its Revolving Credit Facility and Restructures its Commodity Derivative Contracts

DENVER, March 10, 2016 - Bonanza Creek Energy, Inc. (NYSE: BCEI) announces it has elected to draw down $209 million on its credit facility, and currently has an aggregate of $300 million of borrowings, including a $12 million letter of credit, under the facility. As of March 9, 2016, the Company had $235 million of cash on its balance sheet after taking the recent draw into account. The Company also restructured its hedge book, eliminating in-the-money 3-way collar contracts in favor of crude oil hedges with a combination of in-the-money floor and above market fixed price contracts for the period April through December of 2016.

Richard Carty, President and Chief Executive Officer, commented, “Our recent election to draw down $209 million on our revolver was a risk management decision structured to mitigate exposure to capital market externalities in 2016. We are pleased to be working with our committed and supportive commercial bank syndicate in this regard. In addition, we elected to protect 2016 cash flows by monetizing our 3-way collars to fund the purchase of in-the-money floor and above market swap contracts. These recently purchased contracts represent greater than 80% of our forecasted Rockies oil production for the balance of 2016. The supplemental cash on our balance sheet reinforces our liquidity position while our team works to execute dispositions of our Mid-Continent assets and our Rocky Mountain Infrastructure subsidiary. Collectively, these measures are proactive steps taken by the Company to reduce our downside exposure to risks not in our direct control, and aim to preserve value for stockholders in the event of a recovery in business conditions.”

Prior to the announced draw on the credit facility, the Company’s outstanding borrowings had remained unchanged since November 9, 2015. Additionally, the Company has been primarily operating within cash flow from operations since year-end. The Company has a current cash position of $235 million compared to a cash position of $21 million at December 31, 2015. After the recent draw, the Company remains in compliance with the incurrence covenants under the indentures related to its senior unsecured notes.

The Company restructured its commodity derivative contracts by monetizing the 3-way collar contracts it had in place for April through December of 2016, and used the proceeds from the monetization to purchase increased volumes of floor and fixed price swap contracts. Details of the previous and current contracts are included in the tables below:

Derivative contracts as of December 31, 2015

Settlement Period	Collar Volume (Bbls/d)	Average Short Floor		Average Floor		Average Ceiling
1Q 2016	5,500		$70.00		$85.00		$96.83
2Q 2016	5,500		$70.00		$85.00		$96.83
3Q 2016	5,500		$70.00		$85.00		$96.83
4Q 2016	5,500		$70.00		$85.00		$96.83

Derivative contracts as of March 10, 2016

Settlement Period	Volume (Bbls/d)	Contract Type	Average Short Floor	Average Floor	Average Ceiling
1Q 2016	5,500	3-Way Collar	$70.00	$85.00	$96.83
			Swap Price
2Q 2016	3,103	Fixed Price Swap	$49.87
3Q 2016	2,704	Fixed Price Swap	$51.78
4Q 2016	2,303	Fixed Price Swap	$52.83
			Floor Price
2Q 2016	5,430	Floor (Long Put)	$51.01
3Q 2016	4,733	Floor (Long Put)	$51.01
4Q 2016	4,031	Floor (Long Put)	$51.01

About Bonanza Creek Energy, Inc.

Bonanza Creek Energy, Inc. is an independent oil and natural gas company engaged in the acquisition, exploration, development and production of onshore oil and associated liquids-rich natural gas in the United States. The Company’s assets and operations are concentrated primarily in the Rocky Mountains in the Wattenberg Field, focused on the Niobrara and Codell formations, and in southern Arkansas, focused on the oily Cotton Valley sands. The Company’s common shares are listed for trading on the NYSE under the symbol: “BCEI.” For more information about the Company, please visit www.bonanzacrk.com. Please note that the Company routinely posts important information about the Company under the Investor Relations section of its website.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that Bonanza Creek expects, believes or anticipates will or may occur in the future are forward-looking statements. These statements are based on certain assumptions made by the Company based on management’s experience, perception of historical trends and technical analyses, current conditions, anticipated future developments and other factors believed to be appropriate and reasonable by management and include statements regarding the execution of transactions for the Company’s Mid-Continent assets and Rocky Mountain Infrastructure subsidiary. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. Further information on such assumptions, risks and uncertainties is available in the Company’s SEC filings. We refer you to the discussion of risk factors in our Annual Report on Form 10-K for the year ended December 31, 2015, filed on February 29,

2016, and other filings submitted by us to the Securities Exchange Commission. The Company’s SEC filings are available on the Company’s website at www.bonanzacrk.com and on the SEC’s website at www.sec.gov. All of the forward-looking statements made in this press release are qualified by these cautionary statements. Any forward-looking statement speaks only as of the date on which such statement is made and the Company undertakes no obligation to correct or update any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by applicable law.

For further information please contact:

James R. Edwards

Director - Investor Relations

jedwards@bonanzacrk.com

720-440-6136