Current Report Filing (8-k)
23 May 2017 - 9:06PM
Edgar (US Regulatory)
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
Date of Report: May 19, 2017
(Date of earliest event reported)
Yuma Energy, Inc.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction
of incorporation)
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001-37932
(Commission File Number)
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94-0787340
(IRS Employer Identification No.)
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1177 West Loop South, Suite 1825
Houston, Texas 77027
(Address of principal executive offices) (Zip Code)
(713) 968-7000
(Registrant’s telephone number, including area
code)
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(Former name or former address, if changed since last
report)
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Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
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☐
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Written
communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
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Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
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Indicate
by check mark whether the registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405
of this chapter) or Rule 12b-2 of the Securities Exchange Act of
1934 (§240.12b-2 of this chapter).
Emerging
growth company ☐
If an
emerging growth company, indicate by check mark if the registrant
has elected not to use the extended transition period for complying
with any new or revised financial accounting standards provided
pursuant to Section 13(a) of the Exchange Act.
☐
Item 1.01.
Entry into a Material Definitive Agreement.
On May 19, 2017, Yuma Energy, Inc. (the “Company”)
entered into the First Amendment to Credit Agreement and Borrowing
Base Redetermination (the “Amendment”) amending the
Credit Agreement dated October 26, 2016 (the “Credit
Agreement”) among the Company and certain of its subsidiaries
(collectively, the “Borrowers”), Société
Générale, as administrative agent, and the lenders and
guarantors party thereto.
The Amendment provides, among other things, as
follows:
(a)
the
amount of unrestricted cash and borrowing availability required to
be maintained by the Company was increased from $3,000,000 to
$4,000,000;
(b)
the
borrowing base was reaffirmed to be $44,000,000 subject to an
automatic reduction of $3,500,000 upon completion of the
Company’s sale of certain oil and gas properties for
$5,500,000. Proceeds from the sale, net of customary closing
adjustments, are required to reduce the amount outstanding under
the Credit Agreement;
(c)
the
next scheduled redetermination of the Company’s borrowing
base under the Credit Agreement will occur on or about September
15, 2017; and
(d)
all
other terms, conditions and provisions of the Credit Agreement
continue in full force and effect.
The preceding is a summary of the material provisions of the
Amendment and is qualified in its entirety by reference to the
complete text of the Amendment filed as Exhibit 10.1 to this
Current Report on Form 8-K and incorporated by reference
herein.
On May 23, 2017, the Company issued a press release disclosing the
borrowing base redetermination and the sale of certain non-core
assets located in Brazos County, Texas. A copy of the press release
is included with this Current Report on Form 8-K as Exhibit 99.1
and is incorporated herein by reference.
Item
9.01.
Financial
Statements and Exhibits.
The
following exhibits are included with this Current Report on Form
8-K:
Exhibit No.
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Description
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First
Amendment to Credit Agreement and Borrowing Base Redetermination
dated May 19, 2017 among Yuma Energy, Inc., Yuma Exploration and
Production Company, Inc., Pyramid Oil LLC, Davis Petroleum Corp.,
Société Générale, as Administrative Agent, and
each of the lenders and guarantors party thereto.
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Press
Release dated May 23, 2017.
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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.
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YUMA ENERGY, INC.
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By:
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/s/ Sam
L. Banks
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Name:
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Sam L.
Banks
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Date:
May 23, 2017
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Title:
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Chief
Executive Officer
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EXHIBIT INDEX
Exhibit No.
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Description
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First
Amendment to Credit Agreement and Borrowing Base Redetermination
dated May 19, 2017 among Yuma Energy, Inc., Yuma Exploration and
Production Company, Inc., Pyramid Oil LLC, Davis Petroleum Corp.,
Société Générale, as Administrative Agent, and
each of the lenders and guarantors party thereto.
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Press
Release dated May 23, 2017.
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