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Quotes & Info
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| BEYS.OB > SEC Filings for BEYS.OB > Form 8-K on 19-Nov-2009 | All Recent SEC Filings |
19-Nov-2009
Entry into a Material Definitive Agreement, Creation of a Direct Finan
(a)On November 9, 2009, 2009, Best Energy Services, Inc. (the "Company"), Bob
Beeman Drilling Company, a wholly owned subsidiary of the Company ("BBD"), Best
Well Service, Inc., a wholly owned subsidiary of the Company ("BWS"), and PNC
Bank, National Association, as agent for the lenders ("PNC"), entered into that
certain Amendment No. 4 to Revolving Credit, Term Loan and Security Agreement
(the "Fourth Amendment"). The Fourth Amendment amended the Revolving Credit,
Term Loan and Security Agreement dated February 14, 2008 between the Company,
BBD, BWS and PNC, as subsequently amended by that certain Waiver and Amendment
No. 1 dated April 15, 2009, that certain Waiver and Amendment No. 2 dated August
19, 2009 and that certain Amendment No. 3 dated October 20, 2009 (the "Loan
Agreement") as follows: the amount available under the revolving credit line was
temporarily increased by $1,650,000 from the date of the Fourth Amendment until
the earlier to occur of (i) December 31, 2009 and (ii) the date upon which the
Company receives an equity cash infusion in an amount not less than $2,000,000
on terms and conditions satisfactory to PNC in its sole discretion (all the
proceeds of which must be used to repay amounts outstanding under the revolving
credit line), after which time this additional availability will reduce to
zero. In addition, the Fourth Amendment clarifies that PNC is not waiving the
existing events of default, including (i) the failure to deliver monthly
financial statements for the months ended July 31, 2009 and August 31, 2009 and
(ii) the aggregate balance of the revolving advances exceeding the allowable
amount. In the Fourth Amendment, PNC expressly reserves all of its rights and
remedies under the Loan Agreement, the other documents and agreements entered
into in connection with the Loan Agreement and at law. In addition, the Fourth
Amendment requires that the Company receive an additional equity cash infusion
of not less than $150,000 within 7 to 10 calendar days from the date of the
Fourth Amendment. The foregoing description of the Fourth Amendment is qualified
in its entirety by reference to the Fourth Amendment, a copy of which is
attached to this Current Report as an exhibit and incorporated herein by
reference. In consideration of the Fourth Amendment, the Company will (i) pay to
its lenders a fee of $10,000 payable $5,000 on the date of the Fourth Amendment
and $5,000 on December 7, 2009 (each as an advance on the revolving credit line)
and (ii) issue to PNC a warrant to purchase 250,000 shares of the Company's
common stock at an exercise price of $0.25 per share.
The information provided under Item 1.01 is incorporated herein by reference.
(a) Exhibits
10. 1 Amendment No. 4 to Revolving Credit, Term Loan and Security Agreement dated as of November 9, 2009 by and among Best Energy Services, Inc., Bob Beeman Drilling Company, Best Well Service, Inc. and PNC Bank, National Association, as agent for the lenders.
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