Item 1.03 Bankruptcy or Receivership.
On September 30, 2020 (the "Petition Date"), Lonestar Resources US Inc., a
Delaware corporation (the "Company" or "we"), and certain of its direct and
indirect wholly-owned subsidiaries (collectively with the Company, the
"Debtors"), filed voluntary petitions for relief (collectively, the "Petitions"
and, the cases commenced thereby, the "Cases") under chapter 11 of title 11 of
the United States Code (the "Bankruptcy Code") in the United States Bankruptcy
Court for the Southern District of Texas (Houston) (the "Bankruptcy Court"). In
addition to the Petitions, the Debtors have filed, among other things, a motion
with the Bankruptcy Court seeking to jointly administer the Cases under the
caption "In re: Lonestar Resources US Inc., et al."
The Debtors also filed with the Bankruptcy Court a prepackaged chapter 11 plan
of reorganization (the "Plan"), as contemplated by that certain Restructuring
Support Agreement, dated as of September 14, 2020 among the Debtors and certain
lenders or holders of the Debtor's Debt Instruments (as defined below) party
thereto. The Debtors will continue to operate their businesses as
"debtors-in-possession" under the jurisdiction of the Bankruptcy Court and in
accordance with the applicable provisions of the Bankruptcy Code and orders of
the Bankruptcy Court.
The Cases were filed in order to effectuate the Debtors' Plan. Copies of the
Plan and further information about the Cases can be found at
https://cases.primeclerk.com/lonestar.
Item 2.04 Triggering Events That Accelerate or Increase a Direct Financial
Obligation or an Obligation under an Off-Balance Sheet Arrangement.
The filing of the Cases described above in Item 1.03 constitutes an event of
default under the following debt instruments (the "Debt Instruments"). Any
efforts to enforce such payment obligations under the Debt Instruments are
automatically stayed as a result of the filing of the Petitions and the holders'
rights of enforcement in respect of the Debt Instruments are subject to the
applicable provisions of the Bankruptcy Code.
•Credit Agreement, dated July 28, 2015, among Lonestar Resources America Inc.,
as borrower, Citibank, N.A., as Administrative Agent, and the lenders party
thereto from time to time (as amended, restated, supplemented, replaced or
otherwise modified from time to time).
•Indenture, dated as of January 4, 2018, by and among Lonestar Resources America
Inc., the guarantors from time to time party thereto and UMB Bank, N.A., a
national banking association, in its capacity as trustee (as amended,
supplemented or otherwise modified from time to time).
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements within the
meaning of Section 27A of the Securities Act and Section 21E of the Exchange
Act. Such statements reflect management's current expectations based on
currently available information, but are subject to risks, uncertainties and
assumptions that could cause actual results to differ materially from those
anticipated in or implied by the forward-looking statements. Our forward-looking
statements are generally identified with words such as "anticipate," "believe,"
budgeted," "continue," "could," "estimate," "expect," "forecast," "goal,"
"intend," "may," "objective," "plan," "potential," "predict," "projection,"
"scheduled," "should," or other similar words. Risks, uncertainties and
assumptions that could affect our forward-looking statements include, among
other things the risk related to the impact of the COVID-19 pandemic in
geographic regions or markets served by us, or where our operations are located,
including the risk of global recession and the other risk factors that have been
listed from time to time in the Company's reports filed with the Securities and
Exchange Commission ("SEC"), including but not limited to the Company's Annual
Report on Form 10-K for the year ended December 31, 2019 and any subsequently
filed Form 10-Q or Form 8-K.
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You should also understand that it is not possible to predict or identify all
such factors and should not consider the risk factors in our reports filed with
the SEC or the following list to be a complete statement of all potential risks
and uncertainties. Factors that could cause our actual results to differ
materially from the results contemplated by such forward-looking statements
include, but are not limited to: the ability to confirm and consummate a plan of
reorganization; risks attendant to the bankruptcy process, including our ability
to obtain court approvals with respect to motions filed in the Cases, the
outcomes of court rulings and the Cases in general and the length of time that
we may be required to operate in bankruptcy; the effectiveness of the overall
restructuring activities pursuant to the Cases and any additional strategies
that we may employ to address our liquidity and capital resources; the actions
and decisions of creditors, regulators and other third parties that have an
interest in the Cases, which may interfere with the ability to confirm and
consummate a plan of reorganization; restrictions on us due to the terms of any
debtor-in-possession credit facility that we will enter into in connection with
the Cases and restrictions imposed by the applicable courts; and the other
factors listed in our reports filed with the SEC from time to time. All
forward-looking statements included in this notification should be considered in
the context of these risks. Except as required by law, we undertake no
obligation to publicly update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise. Investors and
prospective investors are cautioned not to place undue reliance on such
forward-looking statements.
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