Item 1.01 Entry into a Material Definitive Agreement

As previously disclosed, on November 18, 2019, Approach Resources Inc. ("Approach," the "Company," or "we") and all of its subsidiaries (the "Filing Subsidiaries and, together with Approach, the "Debtors") filed voluntary petitions (collectively, the "Bankruptcy Petitions") under chapter 11 ("Chapter 11"), of Title 11 of the U.S. Code (the "Bankruptcy Code") in the United States Bankruptcy Court for the Southern District of Texas (the "Court"), thereby commencing the Chapter 11 cases captioned In re Approach Resources Inc., et al., Case No. 19-36444 (Bankr. S.D. Tex.) (the "Chapter 11 Cases").

On February 10, 2020, the Company, as borrower, and certain of its subsidiaries, as guarantors, entered into the first amendment (the "First Amendment") to the Senior Secured Super Priority Debtor-In-Possession Credit Agreement originally dated as of December 18, 2019, by and among the Company, the guarantors party thereto, JPMorgan Chase Bank, N.A., as administrative agent and issuing bank, and the financial institutions or other entities from time to time parties thereto as lenders.

Effective as of January 9, 2020, the First Amendment modifies certain milestones with respect to both a plan of reorganization and a sale of all or substantially all of the Debtors' assets pursuant to Section 363 of the Bankruptcy Code, including, among others, the following deadlines: (i) the filing of the bid procedures and the sale motion seeking approval of a sale of all or substantially all of the Debtors' assets not later than December 11, 2019; (ii) the entry of the Court's order approving the bid procedures and setting a hearing date for the approval of the sale not later than January 9, 2020; (iii) the receipt of qualified bids for the sale not later than February 14, 2020; (iv) the commencement of the auction contemplated by the bid procedures not later than February 26, 2020; (v) the entry of the Court's order approving the sale not later than March 6, 2020; (vi) the filing of a plan of reorganization and disclosure statement not later than March 9, 2020; (vii) the entry of the Court's order approving the disclosure statement not later than April 6, 2020; and (viii) the entry of the Court's order confirming the plan or reorganization not later than May 22, 2020.

The foregoing description of the First Amendment does not purport to be complete and is qualified in its entirety by reference to the First Amendment, which has been filed with the Court and is attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.





(d) Exhibits.



Exhibit No.       Description
10.1                First Amendment to Senior Secured Super Priority
                  Debtor-In-Possession Credit Agreement, dated as February 10,
                  2020, by and among the Company, as borrower, the guarantors
                  party thereto, JPMorgan Chase Bank, N.A., as administrative
                  agent and issuing bank, and the financial institutions or other
                  entities from time to time parties thereto as lenders









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