UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): September 14, 2006
DENBURY RESOURCES INC.
(Exact name of Registrant as specified in its charter)
Delaware
(State or other jurisdiction
of incorporation or organization)
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| 1-12935
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20-0467835 |
| (Commission File Number)
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(I.R.S. Employer |
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Identification No.) |
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| 5100 Tennyson Parkway |
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| Suite 1200 |
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| Plano, Texas
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75024 |
| (Address of principal executive offices)
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(Zip code) |
Registrant’s telephone number, including area code: (972)673-2000
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Section 1 – Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On September 14, 2006, Denbury Resources Inc., or the Company, entered into a Sixth
Amended and Restated Credit Agreement among Denbury Onshore, LLC, as borrower, the Company, as
parent guarantor, nine financial institutions, JPMorgan Chase Bank, N.A., as administrative agent,
and certain of the financial institutions as syndication and documentation agents, all of which
were a party to the previous credit agreement. The Company indirectly owns all of the issued and
outstanding membership interests in Denbury Onshore, LLC.
The new agreement (i) improves the credit pricing under the agreement, (ii) extends the term
of the credit arrangements by two and one-half years to
September 14, 2011, (iii) increases the
borrowing base from $300 million to $500 million, (iv) increases the maximum facility size from
$300 million to $800 million, and (v) makes other minor modifications and corrections. Under the
new agreement, the commitment amount remained at $150 million. The borrowing base represents the
amount that can be borrowed from a credit standpoint based on Denbury’s assets, as confirmed by the
banks, while the commitment amount is the amount the banks have committed to fund pursuant to the
terms of the credit agreement. The banks have the option to participate in any borrowing request
by Denbury in excess of the commitment amount ($150 million), up to the borrowing base limit,
although the banks are not obligated to fund any amount in excess of the commitment amount. The
new credit agreement maintains the structure of semi-annual reviews of the borrowing base and
commitment amount.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are filed in accordance with the provisions of Item 601 of Regulation
S-K:
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| Exhibit |
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| Number |
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Description of Exhibit |
10.1
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Sixth Amended and Restated Credit Agreement among Denbury Onshore,
LLC, as Borrower, Denbury Resources Inc., as Parent Guarantor and
JPMorgan Chase Bank, N.A. as Administrative Agent, dated as of
September 14, 2006. |