Other Information
−Removed: Item 1.01 Entry Into a Material Definitive Agreement
−Removed: On October 31, 2022, Black Stone Minerals Company, L.P., as borrower, the Partnership, a syndicate of lenders, and Wells Fargo Bank, National Association, as administrative agent, entered into the Fifth Amended and Restated Credit Agreement (the “Amended Credit Agreement”), which amended and restated the Fourth Amended and Restated Credit Agreement, as amended.
−Removed: The Amended Credit Agreement principally modifies the prior agreement to:
−Removed: (i) extend the maturity date to October 31, 2027;
−Removed: (ii) increase the borrowing base to $550 million until its next scheduled redetermination date;
−Removed: (iii) reallocate commitments among the lenders and set aggregate commitments at $375 million;
−Removed: (iv) transition to SOFR-based interest rates, maintaining the existing Applicable Margin, as defined in the Amended Credit Agreement, of 2.50% to 3.50% for SOFR Loans and 1.50% to 2.50% for Base Rate Loans (each as defined in the Amended Credit Agreement).
−Removed: The foregoing description of the Amended Credit Agreement does not purport to be complete and is qualified in its entirety by reference to the complete text of the Amended Credit Agreement, a copy of which is filed as Exhibit 10.1 to this Quarterly Report and is incorporated herein by reference.
−Removed: Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
−Removed: The description of the Amended Credit Agreement provided above under Item 1.01 is incorporated in this Item 2.03 by reference.
Exhibit Number Description
18 unchanged sentences
(incorporated herein by reference to Exhibit 4.1 of Black Stone Minerals, L.P.’s Current Report on Form 8-K filed on November 29, 2017 (SEC File No.
−Removed: Fifth Amended and Restated Credit Agreement, among Black Stone Minerals Company, L.P., as Borrower, Black Stone Minerals, L.P., as Parent MLP, Wells Fargo Bank, National Association, as Administrative Agent and Swingline Lender, Bank of America, N.A.
−Removed: and PNC Capital Markets LLC, as Co-Syndication Agents, Zions Bancorporation, N.A., DBA Amegy Bank, as Documentation Agent, and the lenders signatory thereto, dated as of October 31, 2022
+Added: Separation Agreement and General Release of Claims, dated as of March 2, 2023, by and among Jeffrey P.
+Added: Wood, Black Stone Natural Resources Management Company, and Black Stone Minerals GP, L.L.C.
+Added: (incorporated herein by reference to Exhibit 10.1 of Black Stone Minerals, L.P.’s Current Report on Form 8-K filed on March 3, 2023).
Certification of Chief Executive Officer of Black Stone Minerals, L.P.
17 unchanged sentences
its general partner
−Removed: November 1, 2022 By:
+Added: May 2, 2023 By:
/s/ Thomas L.
−Removed: Chief Executive Officer and Chairman
+Added: Chief Executive Officer, President, and Chairman
(Principal Executive Officer)
−Removed: November 1, 2022 By:
−Removed: /s/ Jeffrey P.
−Removed: President and Chief Financial Officer
+Added: May 2, 2023 By:
+Added: Interim Chief Financial Officer and Treasurer
(Principal Financial Officer)
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.