Item 8.01 Other Events.
As previously disclosed, on June 28, 2020, Lilis Energy, Inc., a Nevada
corporation (the "Company"), and its consolidated subsidiaries Brushy Resources,
Inc., ImPetro Operating LLC, ImPetro Resources, LLC, Lilis Operating Company,
LLC and Hurricane Resources LLC (collectively, the "Filing Subsidiaries" and,
together with the Company, collectively, the "Debtors") filed voluntary
petitions seeking relief under Chapter 11 of Title 11 of the United States Code
(the "Bankruptcy Code") in the United States Bankruptcy Court for the Southern
District of Texas, Houston Division (the "Bankruptcy Court") commencing cases
for relief under Chapter 11 of the Bankruptcy Code (the "Chapter 11 Cases"). In
connection with the Chapter 11 Cases, on June 30, 2020, the Company entered into
that certain Senior Secured Super-Priority Debtor-in-Possession Credit Agreement
(as amended on August 17, 2020, August 21, 2020, August 28, 2020, September 8,
2020, September 30, 2020, and October 7, 2020, the "DIP Credit Agreement") with
the Filing Subsidiaries, as guarantors, BMO Harris Bank N.A., as administrative
agent (the "Administrative Agent"), and the lenders party thereto (the
"Lenders").
As previously disclosed, on October 7, 2020, the Company, the Filing
Subsidiaries, the Administrative Agent and the Lenders entered into a Sixth
Amendment (the "Sixth Amendment") to the DIP Credit Agreement, in which, among
other things, the parties agreed that any future extension of the dates for the
milestones of the Chapter 11 Cases as specified in the DIP Credit Agreement may
be adopted by email agreement. On October 29, 2020, in accordance with the Sixth
Amendment to the DIP Credit Agreement, the Company, the Filing Subsidiaries, the
Administrative Agent and the Lenders agreed by email to extend (i) the date by
which an Auction (as defined in the DIP Credit Agreement) must have occurred if
the Debtors have received more than one qualifying bid satisfying the Approved
Bidding Procedures (as defined in the DIP Credit Agreement) and (ii) the date by
which an Approved Sale (as defined in the DIP Credit Agreement) is required to
close.
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