Item 1.01 Conclusion of a Material Definitive Agreement.
Conclusion of purchase and sale contracts
The terms and conditions of the two purchase contracts are substantially similar, and the purchase price under each purchase contract is subject to customary adjustments, including adjustments based on due diligence performed by the company prior to closing. . The two purchase contracts contain the usual declarations, guarantees, commitments and indemnities of each of the parties concerned. The obligations of the Company and the Sellers to close each acquisition are subject to certain customary closing conditions as set out in the Purchase Agreements. There can be no assurance that the closing conditions for asset acquisitions will be met.
The above description of the material terms and conditions of the Purchase Contracts does not purport to be complete and is qualified in its entirety by reference to the full text of the Merrimac Purchase Agreement, which is filed as Exhibit 10.1 attached, and the Palmetto Purchase Agreement, which is filed as Exhibit 10.2 attached.
First amendment to the credit agreement
The amendment provides for an increase in the borrowing base of the Company by
The above description of the material terms and conditions of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, which is filed as Exhibit 10.3 hereof.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information set out in section 1.01 of this current report regarding the amendment is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
In accordance with Policy Statement B.2 of Form 8-K, the information in Item 7.01 of this current report on Form 8-K, including Attachment 99.1, is provided in accordance with Item 7.01 and will not be deemed to be “deposited” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the requirements of that section, and shall not be deemed to be incorporated by reference therein ” any of the filings under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any language of general incorporation in such filings, except to the extent expressly indicated by specific reference in such filing.
Item 9.01 Financial statements and supporting documents.
(d) Exhibits Exhibit No. Description 10.1* Purchase and Sale Agreement, dated
December 6, 2021, by and among Merrimac Properties Partners, LLCand Quarter Horse Energy Partners, LLC, as Sellers, and PHX Minerals Inc., as Buyer. 10.2* Purchase and Sale Agreement, dated December 6, 2021, by and between Palmetto Investment Partners II, LLC, as Seller, and PHX Minerals Inc., as Buyer. 10.3 First Amendment to Credit Agreement dated as of December 6, 2021, by and among PHX Minerals Inc., each lender party thereto, and Independent Bank, as Administrative Agent and L/C Issuer. 99.1 Press Release of PHX Minerals Inc.dated December 9, 2021. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
* The purchase and sale contract contains annexes and parts which have been omitted in accordance with Article 601 (a) (5) of Regulation SK.
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