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HK > SEC Filings for HK > Form 8-K on 23-Sep-2009All Recent SEC Filings

Show all filings for PETROHAWK ENERGY CORP | Request a Trial to NEW EDGAR Online Pro

Form 8-K for PETROHAWK ENERGY CORP


23-Sep-2009

Entry into a Material Definitive Agreement, Financial Statements and Exhibi


Item 1.01 Entry into a Material Definitive Agreement

On September 18, 2009, Petrohawk Energy Corporation, through its subsidiaries Petrohawk Properties, LP and KCS Resources, LLC (collectively, "Petrohawk"), entered into a definitive agreement to sell its Permian Basin properties to Merit Management Partners I, L.P. for total consideration of $376 million in cash, subject to customary purchase price adjustments for, among other things, title and environmental defects in excess of specified thresholds. As of December 31, 2008, Petrohawk reported estimated proved reserves of 177 billion cubic feet of natural gas equivalent for the properties being sold, and current estimated production from these properties is approximately 30 million cubic feet of natural gas equivalent per day.

The agreement contains customary representations, warranties and indemnity provisions. The sale is expected to close by October 30, 2009. Closing is subject to customary conditions and termination events, including among other things, the right of either party to terminate the agreement if uncured title and environmental defects exceed 20% of the purchase price.

Under the agreement, each party has the option to structure part or all of the transaction as an exchange that will qualify under Section 1031 of the Internal Revenue Code of 1986, as amended. The economic effective date of the sale is July 1, 2009.

The foregoing description of the agreement is qualified in its entirety by reference to the full text of the agreement, a copy of which is attached as an exhibit to this Current Report on Form 8-K and incorporated herein by reference.



Item 9.01. Financial Statements and Exhibits

(d) Exhibits. The following exhibits are filed as part of this Current Report on Form 8-K:

Exhibit No.       Item

2.1               Agreement of Sale and Purchase, dated September 18, 2009, between
                  the Petrohawk Properties, LP and KCS Resources, LLC, together as
                  seller, and Merit Management Partners I, L.P., as purchaser.


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