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KWK > SEC Filings for KWK > Form 8-K on 29-Mar-2013All Recent SEC Filings

Show all filings for QUICKSILVER RESOURCES INC | Request a Trial to NEW EDGAR Online Pro



Entry into a Material Definitive Agreement, Financial Statements and Ex

Item 1.01. Entry Into a Material Definitive Agreement.

On March 28, 2013, Quicksilver Resources Inc. ("Quicksilver") entered into a Purchase and Sale Agreement (the "Purchase Agreement") with TG Barnett Resources LP, a subsidiary of Tokyo Gas Co., Ltd. (the "Buyer"), to sell an undivided twenty-five percent (25%) of Quicksilver's oil and gas assets located in the Fort Worth Basin in Texas (the "Assets") for a cash purchase price of $485,000,000. The purchase price, which is payable at closing, is subject to customary purchase price adjustments.

The transaction contemplated by the Purchase Agreement is expected to close on April 30, 2013, subject to the satisfaction or waiver of customary closing conditions. Title to the Assets will be transferred at the closing, but certain associated financial benefits and burdens will be transferred effective as of September 1, 2012.

The Purchase Agreement contains customary representations, warranties, covenants and indemnification obligations. The Purchase Agreement may be terminated prior to the closing under certain circumstances, including (a) material breach of representations and warranties and (b) if the sum of the value of (i) undisputed and uncured title defects and environmental defects; (ii) assets subject to certain consents that are not obtained; (iii) assets subject to unwaived preferential rights to purchase and (iv) casualty loss exceeds $48.5 million.

On March 29, 2013, Quicksilver issued a press release announcing the Purchase Agreement. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Number  Description

 99.1   Press Release dated March 29, 2013

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