UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): April 29, 2010
Constellation Energy Partners LLC
(Exact name of registrant as specified in its charter)
| Delaware | 001-33147 | 11-3742489 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 1801 Main Street, Suite 1300 Houston, TX |
77002 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (832) 308-3700
Not Applicable
(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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| Item 7.01 | Regulation FD Disclosure |
On April 29, 2010, Constellation Energy Partners LLC issued a press release announcing that its lenders have completed a semi-annual review of the company’s borrowing base pursuant to the terms of its reserve-based credit facility. Based on this review, the borrowing base has been reaffirmed at $205 million. A copy of the press release is furnished as Exhibit 99.1 to this report.
None of the information furnished in Item 7.01 and the accompanying Exhibit 99.1 will be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor will it be incorporated by reference into any registration statement filed by Constellation Energy Partners LLC under the Securities Act of 1933, as amended, unless specifically indentified therein as being incorporated therein by reference.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits.
The exhibit to this report furnished pursuant to Item 7.01 is as follows:
| Exhibit |
Description | |
| 99.1 | Press Release dated April 29, 2010, publicly announcing borrowing base reaffirmed at $205 million. | |
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.
| Constellation Energy Partners LLC | ||||
| Date: April 29, 2010 | ||||
| By: | /S/ CHARLES C. WARD | |||
| Charles C. Ward | ||||
| Chief Financial Officer and Treasurer | ||||
EXHIBIT INDEX
| Exhibit |
Description | |
| Exhibit 99.1 | Press Release dated April 29, 2010, publicly announcing borrowing base reaffirmed at $205 million. | |
Exhibit 99.1
| News Release | ||||
| General Inquiries: 877.847.0008 www.constellationenergypartners.com | ||||
| Investor Contact: | Charles C. Ward | |
| 877.847.0009 |
Constellation Energy Partners’ Borrowing
Base Reaffirmed at $205 Million
HOUSTON—(BUSINESS WIRE)—Apr. 29, 2010—Constellation Energy Partners LLC (NYSE Arca: CEP) today reported that its lenders have completed a semi-annual review of the company’s borrowing base pursuant to the terms of its reserve-based credit facility. Based on this review, the borrowing base has been reaffirmed at $205 million.
As of Apr. 29, 2010, borrowings outstanding under the company’s reserve-based credit facility totaled $185 million, leaving the company with $20 million in borrowing capacity.
Additional details concerning the company’s credit reserve-based credit facility can be found in the company’s filings with the Securities and Exchange Commission and on the company’s Web site (http://www.constellationenergypartners.com).
About the Company
Constellation Energy Partners LLC is a limited liability company focused on the acquisition, development and production of oil and natural gas properties, as well as related midstream assets.
Forward-Looking Statements
We make statements in this news release that are considered forward-looking statements within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934. These forward-looking statements are largely based on our expectations, which reflect estimates and assumptions made by our management. These estimates and assumptions reflect our best judgment based on currently known market conditions and other factors. Although we believe
such estimates and assumptions to be reasonable, they are inherently uncertain and involve a number of risks and uncertainties that are beyond our control. In addition, management’s assumptions about future events may prove to be inaccurate. Management cautions all readers that the forward-looking statements contained in this news release are not guarantees of future performance, and we cannot assure you that such statements will be realized or the forward-looking events and circumstances will occur. Actual results may differ materially from those anticipated or implied in the forward-looking statements due to factors listed in the “Risk Factors” section in our SEC filings and elsewhere in those filings. All forward-looking statements speak only as of the date of this news release. We do not intend to publicly update or revise any forward-looking statements as a result of new information, future events or otherwise. These cautionary statements qualify all forward-looking statements attributable to us or persons acting on our behalf.
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