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EXCO RESOURCES INC Form 8-K: Current report, 2014

EXCO RESOURCES INC Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2014-11-06: Form 8-K; Period of report 2014-10-31; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 7.01 Regulation FD Disclosure; Details 1.01.
  • 2014-10-30: Form 8-K; Period of report 2014-10-29; Description 7.01 Regulation FD Disclosure; Details 7.01.
  • 2014-10-28: Form 8-K; Period of report 2014-10-28; Description 2.02 Results of Operations and Financial Condition; Details 2.02.
  • 2014-10-27: Form 8-K; Period of report 2014-10-21; Description 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; Details 1.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2014-11-068-K2014-10-311.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
2.01 On October 31, 2014, EXCO closed the transactions (the “Closing”) contemplated by that certain Purchase Agreement (as amended, “Purchase Agreement”), dated as of October 6, 2014, by and among EXCO Resources, Inc., a Texas corporation (“EXCO Parent”), EXCO Operating Company, LP, a Delaware limited partnership (“EOC”), EXCO Holding MLP, Inc., a Texas corporation (“EXCO Holding” and collectively with EOC and EXCO Parent, “EXCO”), HGI Energy Holdings, LLC (“HGI”), a Delaware limited liability company, Compass Production Services, LLC, a Delaware limited liability company, and Compass Energy Operating, LLC, a Delaware limited liability company.
7.01 On October 31, 2014, EXCO issued a press release, a copy of which is furnished as Exhibit 99.1, announcing the Closing.
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2014-10-308-K2014-10-297.01 Regulation FD Disclosure7.01 On October 29, 2014, EXCO Resources, Inc. (“EXCO”) held a conference call to discuss its third quarter financial results.d811273d8k.htm
2014-10-288-K2014-10-282.02 Results of Operations and Financial Condition2.02 On October 28, 2014, EXCO Resources, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2014.q32014earningsrelease8-k.htm
2014-10-278-K2014-10-211.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
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2014-10-108-K2014-10-061.01 Entry into a Material Definitive Agreement; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
7.01 On October 6, 2014, EXCO issued a press release, a copy of which is furnished as Exhibit 99.1, announcing the signing of the Purchase Agreement.
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2014-09-058-K/A2014-08-065.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 The Board of Directors of the Company (the “Board”) appointed Mr. Burnett as the Company’s Chief Financial Officer, effective as of September 1, 2014.d783696d8ka.htm
2014-08-128-K2014-08-065.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On August 11, 2014, the Board of Directors of EXCO Resources, Inc. (the “Company”) appointed Richard A. Burnett as the Company’s Chief Financial Officer, effective September 19, 2014.d770125d8k.htm
2014-07-298-K2014-07-292.02 Results of Operations and Financial Condition2.02 On July 29, 2014, EXCO Resources, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2014.q22014earningsreleaseform8.htm
2014-07-188-K2014-07-141.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.
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2014-07-038-K2014-06-305.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On June 30, 2014, the Compensation Committee (the “Committee”) of the Board of Directors of EXCO Resources, Inc. (the “Company”) approved a form of performance-based restricted stock unit award agreement (the “Award Agreement”) under the EXCO Resources, Inc. Amended and Restated 2005 Long-Term Incentive Plan, as amended (the “Incentive Plan”), and the performance criteria for grants of performance-based restricted stock units.d753791d8k.htm
2014-05-298-K2014-05-221.01 Entry into a Material Definitive Agreement; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers1.01 Entry into a Material Definitive Agreement.
5.02 The information provided in Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 5.02.
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2014-05-288-K2014-05-225.07 Submission of Matters to a Vote of Security Holders5.07 On May 22, 2014, EXCO Resources, Inc. (the “Company”) held its 2014 Annual Meeting of Shareholders (the “Annual Meeting”).d733272d8k.htm
2014-04-308-K2014-04-292.02 Results of Operations and Financial Condition2.02 On April 29, 2014, EXCO Resources, Inc. issued a press release announcing its financial results for the quarter ended March 31, 2014.q12014earningsreleaseform8.htm
2014-04-258-K2014-04-215.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On April 21, 2014, the Board of Directors of EXCO Resources, Inc. (the “Company”) adopted a new Management Incentive Plan (the “MIP”) for the Company’s officer level employees, including the Company’s “named executive officers” as defined in Item 402 of Regulation S-K (the “Named Executive Officers”).d717968d8k.htm
2014-04-168-K2014-04-111.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure1.01 Entry into a Material Definitive Agreement.
2.03 The information provided in Item 1.01 of this Current Report on Form 8-K concerning the Notes, the Indenture and the related guarantees is incorporated by reference into this Item 2.03.
7.01 On April 16, 2014, the Company announced the closing of its public offering of the Notes.
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2014-04-118-K2014-04-117.01 Regulation FD Disclosure7.01 On April 11, 2014, EXCO Resources, Inc. announced the pricing of its registered public offering of $500.0 million aggregate principal amount of Senior Notes due 2022.d710113d8k.htm
2014-04-098-K2014-04-087.01 Regulation FD Disclosure7.01 On April 8, 2014, EXCO Resources, Inc. (the “Company”) issued a press release announcing that it intends to offer $400.0 million aggregate principal amount of Senior Notes due 2022.d705854d8k.htm
2014-04-088-K2014-04-088.01 Other Events8.01 This Current Report on Form 8-K is being filed by EXCO Resources, Inc. to file the unaudited pro forma financial information and related footnotes of EXCO Resources, Inc. for the year ended December 31, 2013 attached as Exhibit 99.1 hereto.d703337d8k.htm
2014-04-018-K2014-03-271.02 Termination of a Material Definitive Agreement; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year1.02 On March 28, 2014, EXCO Resources, Inc. (“EXCO”) entered into a letter agreement (the “Letter Agreement”) with Ares Corporate Opportunities Fund, L.P., ACOF EXCO L.P, ACOF EXCO 892 Investors, L.P., Ares Corporate Opportunities Fund II, L.P., Ares EXCO, L.P. and Ares EXCO 892 Investors, L.P (collectively, the “Ares Investors”), which are funds managed by Ares Management LLC (“Ares”), pursuant to which EXCO and the Ares Investors terminated that certain letter agreement, dated March 28, 2007, which provided Ares with the right to nominate a director to serve on EXCO’s board directors, for so long as the Ares Investors or any other investment fund or account managed or controlled by Ares owned at least 10,000,000 shares of EXCO’s common stock.
5.03 On March 27, 2014, EXCO, following the approval of EXCO’s board of directors (the “Board”), received confirmation of the filing of a Resolution Relating to a Series of Shares (the “Resolution”), with the Secretary of State of the State of Texas, which was effective upon filing, for the purpose of eliminating each of the following series of shares of preferred stock: (i) Series A-1 7.0% Cumulative Convertible Perpetual Preferred Stock, (ii) Series A-2 7.0% Cumulative Convertible Perpetual Preferred Stock, (iii) Series B 7.0% Cumulative Convertible Perpetual Preferred Stock, (iv) Series C 7.0% Cumulative Convertible Perpetual Preferred Stock, (v) Series A-1 Hybrid Preferred Stock, (vi) Series A-2 Hybrid Preferred Stock and (vii) Series A Junior Participating Preferred Stock (collectively, the “Preferred Stock”).
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2014-03-148-K2014-03-105.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 After 14 years of service, on March 10, 2014, Earl E. Ellis notified the Board of Directors of EXCO Resources, Inc. (the “Company”) that he has decided not to stand for re-election to the Board of Directors of the Company at the 2014 Annual Meeting of Stockholders (“Annual Meeting”).d695097d8k.htm
2014-03-118-K2014-03-105.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On March 10, 2014, the Board of Directors of EXCO Resources, Inc. (the “Company”) appointed Richard A. Burnett as the Company’s Chief Accounting Officer.d686978d8k.htm
2014-02-258-K2014-02-252.02 Results of Operations and Financial Condition2.02 On February 25, 2014, EXCO Resources, Inc. issued a press release announcing its financial results for the quarter and full year ended December 31, 2013.form8-k.htm
2014-01-248-K2014-01-175.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers5.02 On January 17, 2014, EXCO Resources, Inc. (the “Company”) entered into three separate Bonus and Retention Agreements (collectively, the “Retention Agreements”), with each of William L. Boeing, Harold L. Hickey and Mark F. Mulhern (each, individually, an “Executive” and, collectively, the “Executives”) in order to retain and incentivize the Executives to continue providing services to the Company in light of the resignation of the Company’s former chief executive officer and the board of directors current search process for a replacement chief executive officer.d660742d8k.htm
2014-01-218-K2014-01-171.01 Entry into a Material Definitive Agreement; 3.02 Unregistered Sales of Equity Securities1.01 Entry into a Material Definitive Agreement.
3.02 The issuances of shares of Common Stock to the Purchasers pursuant to their respective Investment Agreements were effected in reliance upon an exemption from registration provided by Section 4(a)(2) under the Securities Act of 1933, as amended (the “Securities Act”) and pursuant to Rule 506 of Regulation D of the Securities Act.
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