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
May 22,
2009
Date
of report (Date of earliest event reported)
Petroleum
Development Corporation
Exact
Name of Registrant as Specified in Charter
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Nevada
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0-7246
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95-2636730
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State
or Other Jurisdiction
of
Incorporation
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Commission
File
Number
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IRS
Employer
Identification
Number
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1775
Sherman Street, Suite 3000, Denver, CO 80203
Address
of Principal Executive Offices
303-860-5800
Registrant's
telephone number, including area code
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):
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[
]
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Written
communications pursuant to Rule 425 under Securities Act (17 CFR
230.425)
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[
]
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
]
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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[
]
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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No
Change
Former
Name or Former Address, if Changed Since Last Report
Item
1.01. Entry
into a Material Definitive Agreement
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Item
2.03.
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Creation
of a Direct Financial Obligation or an Obligation under an
Off-Balance
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Sheet
Arrangement of a Registrant
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On May
22, 2009 Petroleum Development Corporation (the “Company”) entered into a Sixth
Amendment (the “Sixth Amendment”) to its Credit Facility with JPMorgan Chase
Bank, N.A. acting as the arranger of an eleven bank syndicate dated as of
November 4, 2005, and previously amended (the “Credit Facility”). The
Sixth Amendment extends the maturity to May 22, 2012, decreases the
available amount from $375 Million to $350 Million, and also amends certain
covenants, including, but not limited to, the following:
· Increase
of the Maximum Facility Amount to $500 million from $400 million
· Increase
of the unsecured debt basket in section 7.01(i) to $450 million from $350
million
· Amendment
of the ratio of Consolidated Funded Indebtedness to Consolidated EBITDA
from
3.75x
to:
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o
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4.25x
through December 31, 2010
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o
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4.00x
through June 30, 2011
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o
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3.75x
thereafter
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· Amended
Pricing grid:
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Borrowing
Base
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|||
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Utilization
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LIBOR
Margin
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ABR
Loans1
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Commitment
Fee
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<
25%
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2.25%
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1.375%
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0.50%
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>=
25% < 50%
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2.50%
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1.625%
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0.50%
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>=
50% < 75%
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2.75%
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1.875%
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0.50%
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>=
75% < 90%
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3.00%
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2.125%
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0.50%
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>=
90%
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3.25%
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2.375%
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0.50%
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1 ABR to
be the greater of prime, Fed Funds + 50 bps or 1 month LIBOR + 100
bps
The above
descriptions are qualified entirely by reference to the copy of the Sixth
Amendment, which is attached as Exhibit 10.1 and incorporated by reference
herein.
EXHIBIT
INDEX
Item
9.01. Financial
Statements and Exhibits.
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Exhibit
No.
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Description
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10.1
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Sixth
Amendment to Amended and Restated Credit Agreement dated as of May 22,
2009, by and among the Company, certain of its subsidiaries, JPMorgan
Chase Bank, N.A., and various other banks.
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SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
PETROLEUM
DEVELOPMENT CORPORATION
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Date:
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May
29, 2009
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By:
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/s/
Richard W. McCullough
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Richard
W. McCullough
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Chairman
and CEO
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