Item 1.01. Entry into a Material Definitive Agreement.
On May 1, 2020, Falcon Minerals Operating Partnership, LP ("Opco"), a Delaware
limited partnership and wholly owned subsidiary of Falcon Minerals Corporation
(the "Company"), certain of Opco's domestic subsidiaries (the "Guarantors" and
together with Opco the "Credit Parties"), certain lenders and Citibank, N.A., as
administrative agent and collateral agent for the lenders from time to time
party thereto (the "Agent"), entered into an amendment (the "First Amendment")
to that certain Credit Agreement, dated August 23, 2018, by and among the Credit
Parties, the lenders party thereto (the "Lenders") and the Agent, as
administrative and collateral agent (the "Original Credit Agreement").
The Original Credit Agreement provided for aggregate revolving borrowings of up
to $500.0 million with an initial $115.0 million borrowing base, as redetermined
from time to time pursuant to the terms set forth therein (the "Borrowing
Base").
Under the terms of the First Amendment, among other things, the Lenders and the
Collateral Agent agreed that, effective as of May 1, 2020 (the "Effective
Date"), and subject to the fulfillment of certain conditions precedent, the
Borrowing Base shall be reduced from $90,000,000 to $70,000,000, and the
Borrowing Base shall remain at $70,000,000 until the next scheduled
redetermination, interim redetermination or other redetermination or adjustment
of the Borrowing Base thereafter in accordance with the terms of the Original
Credit Agreement (the "Redetermination").
The Redetermination constituted the scheduled redetermination pursuant to the
Original Credit Agreement.
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. A copy of
the First Amendment will be filed with the Securities and Exchange Commission as
an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended
March 31, 2020 (the "Form 10-Q") or via an amendment to this Current Report on
Form 8-K.
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