SEC Info - HighPeak Energy, Inc. - ‘8-K’ for 3/29/24

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HighPeak Energy, Inc. – ‘8-K’ for 3/29/24

On: Tuesday, 4/2/24, at 4:04pm ET · For: 3/29/24 · Accession #: 1437749-24-10594 · File #: 1-39464

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 4/02/24  HighPeak Energy, Inc.             8-K:1,2,9   3/29/24   12:213K                                   RDG Filings/FA

Current Report — Form 8-K

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                      HTML     31K 
 2: EX-10.1     Material Contract                                   HTML     33K 
 7: R1          Document And Entity Information                     HTML     52K 
 9: XML         IDEA XML File -- Filing Summary                      XML     12K 
12: XML         XBRL Instance -- hpe20240402_8k_htm                  XML     19K 
 8: EXCEL       IDEA Workbook of Financial Report Info              XLSX      8K 
 4: EX-101.DEF  XBRL Definitions -- hpk-20240329_def                 XML     43K 
 5: EX-101.LAB  XBRL Labels -- hpk-20240329_lab                      XML     55K 
 6: EX-101.PRE  XBRL Presentations -- hpk-20240329_pre               XML     42K 
 3: EX-101.SCH  XBRL Schema -- hpk-20240329                          XSD     15K 
10: JSON        XBRL Instance as JSON Data -- MetaLinks               14±    22K 
11: ZIP         XBRL Zipped Folder -- 0001437749-24-010594-xbrl      Zip     21K

‘8-K’ — Current Report

This is an HTML Document rendered as filed. [ Alternative Formats ]

iX: C:

i false i 0001792849 0001792849 2024-03-29 2024-03-29 0001792849 hpk:CommonStockCustomMember 2024-03-29 2024-03-29 0001792849 hpk:WarrantCustomMember 2024-03-29 2024-03-29

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM i 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): i March 29, 2024

i HighPeak Energy, Inc.

(Exact name of registrant as specified in its charter)

i Delaware	i 001-39464	i 84-3533602
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

i 421 W. 3rd St., Suite 1000 i Fort Worth, i Texas i 76102
(address of principal executive offices) (zip code)

( i 817) i 850-9200
(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:

i ☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i ☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i ☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i ☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Each Exchange on Which Registered
i Common Stock	i HPK	The i Nasdaq Stock Market LLC
i Warrant	i HPKEW	The i Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company i ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. i ☐

Item 1.01

Entry into a Material Definitive Agreement.

First Amendment to Credit Agreement

On March 29, 2024, HighPeak Energy, Inc. (the “Company”), as borrower, Fifth Third Bank, National Association, as administrative agent, the guarantors party thereto and the lenders party thereto entered into that certain First Amendment to Credit Agreement (the “Credit Agreement Amendment”), which upon effectiveness, amended that certain Credit Agreement, dated as of November 1, 2023 (as amended, restated, amended and restated, supplemented or otherwise modified by the Credit Agreement Amendment, the “Credit Agreement”), by and among the Company, Fifth Third Bank, National Association, as administrative agent, the guarantors party thereto and the lenders party thereto to, among other things, increase the aggregate amount of the commitments from $75 million to $100 million.

The foregoing description of the Credit Agreement Amendment is qualified in its entirety by reference to the Credit Agreement Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated by reference.

Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The information set forth under Item 1.01 above is hereby incorporated into this Item 2.03 by reference.

Item 9.01

Financial Statements and Exhibits.

(d)

Exhibits.

Exhibit

Number

Description of Exhibit

10.1		First Amendment to Revolving Credit Agreement, dated March 29, 2024, by and among HighPeak Energy, Inc., as borrower, Fifth Third Bank, National Association, as administrative agent, the guarantors party thereto and the lenders party thereto.

104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

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.

	HIGHPEAK ENERGY, INC.

Date: April 2, 2024
	By:	/s/ *Steven W. Tholen*
	Name:	Steven W. Tholen
	Title:	Chief Financial Officer

Dates Referenced Herein and Documents Incorporated by Reference

This ‘8-K’ Filing	Date	Other Filings

Filed on:	4/2/24
For Period end:	3/29/24
	11/1/23	8-K
		List all Filings

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Filing Submission 0001437749-24-010594 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)