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 (Date of earliest event reported):

May 26, 2015

 

 

EXCO RESOURCES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Texas   001-32743   74-1492779

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

12377 Merit Drive

Suite 1700, LB 82

Dallas, Texas

  75251
(Address of principal executive offices)   (Zip code)

Registrant’s telephone number, including area code: (214) 368-2084

(Former name or former address, if changed since last report): Not Applicable

 

 

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 (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Section 1 - Registrant’s Business and Operations

 

Item 1.01. Entry into a Material Definitive Agreement.

On May 26, 2015, EXCO Resources, Inc. ( EXCO ”) entered into an Acknowledgement of Amendment to Services and Investment Agreement (the “ Acknowledgement ”) with Energy Strategic Advisory Services LLC (“ ESAS ”), which is effective as of March 31, 2015. The Acknowledgement amends that certain Services and Investment Agreement, dated March 31, 2015, by and between EXCO and ESAS (the “ Services and Investment Agreement ”), a copy of which was filed as Exhibit 10.1 to EXCO’s Amendment Number 1 to the Current Report on Form 8-K/A filed with the Securities and Exchange Commission (“ Commission ”) on May 26, 2015. The description of the Services and Investment Agreement, contained in Item 1.01 of EXCO’s Current Report on Form 8-K filed with the Commission on April 2, 2015 is incorporated herein by reference.

The Acknowledgement amends a clerical error relating to cross references to certain closing conditions in the Services and Investment Agreement and acknowledges that such amendment is an accurate reflection of the original intent of EXCO and ESAS.

The foregoing is only a brief description of the Acknowledgement and such description is qualified in its entirety by reference to the full text of the Acknowledgement, which is filed as an exhibit to this Current Report on Form 8-K and is incorporated herein by reference.

Section 9 - Financial Statements and Exhibits

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit
No.

  

Description

10.1    Acknowledgement of Amendment to Services and Investment Agreement, dated as of May 26, 2015, by and between EXCO Resources, Inc. and Energy Strategic Advisory Services LLC.

 

2


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.

 

EXCO RESOURCES, INC.
Date: June 1, 2015 By:

/s/ William L. Boeing

Name: William L. Boeing
Title: Vice President, General Counsel and Secretary

 

3


EXHIBIT INDEX

 

Exhibit
No.

  

Description

10.1    Acknowledgement of Amendment to Services and Investment Agreement, dated as of May 26, 2015, by and between EXCO Resources, Inc. and Energy Strategic Advisory Services LLC.

Exhibit 10.1

ACKNOWLEDGEMENT OF AMENDMENT

TO SERVICES AND INVESTMENT AGREEMENT

THIS ACKNOWLEDGEMENT OF AMENDMENT (this “ Acknowledgement ”), dated as of May 26, 2015 and effective as of March 31, 2015, is made by and between, EXCO Resources, Inc., a Texas corporation (“ EXCO ”), and Energy Strategic Advisory Services LLC, a Delaware limited liability company (“ ESAS ”). EXCO and ESAS are each individually a “ Party ” and, collectively, the “ Parties ”.

Reference is hereby made to that certain Services and Investment Agreement, dated March 31, 2015, by and between the EXCO and ESAS (the “ Agreement ”). Capitalized terms used herein without definition shall have the meanings given to them in the Agreement.

WHEREAS, on May 15, 2015, the Parties identified clerical errors related to cross references contained in Sections 6.4(c) and 6.5(e) of the Agreement;

WHEREAS, as a result of the identification of such clerical errors, the Parties now seek to (i) acknowledge that the current language of Sections 6.4(c) and 6.5(e) does not accurately reflect the original intent of the Parties as of the Execution Date, and (ii) agree upon certain revisions to Sections 6.4(c) and 6.5(e) of the Agreement to properly reflect the intent of the Parties.

NOW, THEREFORE, pursuant to Section 11.10 of the Agreement, the Parties hereto hereby agree to and acknowledge the following, effective as of the Execution Date:

 

  1. Section 6.4(c) of the Agreement is hereby amended to replace the reference to “Section 6.1” with “Section 6.2(a) and Section 6.2(b)”.

 

  2. Section 6.5(e) of the Agreement is hereby amended to replace the reference to “Section 6.2” with “Section 6.1(a) and Section 6.1(b)”.

 

  3. The enforcement and interpretation of this Acknowledgement shall be governed by the laws of the State of Texas. This Acknowledgement may be executed in multiple counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Facsimile, .pdf or other electronic transmission of copies of signatures shall constitute original signatures for all purposes of this Acknowledgement and any enforcement hereof.

[Remainder of Page Intentionally Left Blank. Signature Pages to Follow]


IN WITNESS WHEREOF, the parties have executed this Acknowledgement as of the date first above written.

 

ENERGY STRATEGIC ADVISORY SERVICES LLC
Name:

/s/ Charles John Wilder, Jr.

By: Charles John Wilder, Jr.
Title: Executive Chairman

Signature Page to the Acknowledgement


EXCO RESOURCES, INC.
Name:

/s/ Harold L. Hickey

By: Harold L. Hickey
Title: President and Chief Executive Officer

Signature Page to the Acknowledgement