UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
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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.
| Exhibit Number | Description | |
| 10.1 | Second Amendment to Sixth Amended and Restated Credit Agreement, dated September 19, 2019, among SM Energy Company, Wells Fargo Bank, National Association, as Administrative Agent, and the Lenders party thereto (Incorporated by Reference to the Original Form 8-K) | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and included as Exhibit 101) |
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) |