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| KWK > SEC Filings for KWK > Form 8-K on 13-Aug-2009 | All Recent SEC Filings |
13-Aug-2009
Entry into a Material Definitive Agreement, Other Events, Financial Sta
On August 11, 2009, Quicksilver Resources Inc. ("Quicksilver") entered into an underwriting agreement (the "Underwriting Agreement") with J.P. Morgan Securities Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc. and Banc of America Securities LLC, as representatives of the several underwriters named therein, in connection with the offer and sale of $300 million aggregate principal amount of Quicksilver's 9.125% Senior Notes due 2019 (the "Notes"). The Underwriting Agreement includes the terms and conditions of the offer and sale of the Notes, indemnification and contribution obligations and other terms and conditions customary in agreements of this type. The foregoing disclosure is qualified in its entirety by reference to the Underwriting Agreement, which is filed as Exhibit 1.1 to this Current Report on Form 8-K and incorporated herein by reference.
The Notes will be issued under an Indenture, dated as of December 22, 2005, as supplemented by the Eighth Supplemental Indenture contemplated to be entered into among Quicksilver, its subsidiary guarantors named therein and The Bank of New York Mellon Trust Company, N.A., as trustee.
Certain of the underwriters and their affiliates have, from time to time, performed, and may in the future perform, various financial, advisory, commercial banking and investment banking services for Quicksilver and Quicksilver's affiliates in the ordinary course of business for fees and expenses. Affiliates of most of the underwriters are lenders under Quicksilver's existing senior secured credit facility. In addition, affiliates of certain of the underwriters may hold long and short positions in Quicksilver's other outstanding notes.
Quicksilver intends to use all $286 million of the net proceeds from this offering to repay outstanding indebtedness under its senior secured credit facility.
In connection with its proposed offer and sale of the Notes, Quicksilver is filing (i) as Exhibit 4.1 to this Current Report on Form 8-K the form of Eighth Supplemental Indenture proposed to be entered into in connection with the offer and sale and (ii) as Exhibit 5.1 and 23.1 the opinion and consent of Davis Polk & Wardwell LLP related to the offering of the Notes. The Eighth Supplemental Indenture will supplement the Indenture, dated as of December 22, 2005, between Quicksilver and The Bank of New York Mellon Trust Company, N.A., as trustee. The form of Eighth Supplemental Indenture is incorporated herein by reference.
(d) Exhibits.
Exhibit Description
Number
1.1 Underwriting Agreement, dated August 11, 2009, among Quicksilver
Resources Inc., the subsidiary guarantors named therein and the several
underwriters named therein.
4.1 Form of Eighth Supplemental Indenture to be entered into by and among
Quicksilver Resources Inc., the subsidiary guarantors named therein and
The Bank of New York Mellon Trust Company, N.A., as trustee.
5.1 Opinion of Davis Polk & Wardwell LLP.
23.1 Consent of Davis Polk & Wardwell LLP (included in Exhibit
5.1 hereof).
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