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  4. [8-K] Permian Resources Corp Reports Material Event

Permian Resources (NYSE: PR) inks $3B unsecured credit line to 2031

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Permian Resources Corporation, through its subsidiary Permian Resources Operating, LLC, entered into a new $3.0 billion senior unsecured credit facility with JPMorgan Chase Bank, N.A. as administrative agent and a syndicate of lenders. The facility has a scheduled maturity of April 30, 2031 and may be extended in one-year increments with consent from lenders holding more than 50% of outstanding commitments.

The agreement allows total lender commitments to be increased to up to $4.0 billion and includes swingline and letter of credit subfacilities. As of April 30, 2026, loans priced off SOFR bear an additional 150 basis points, Alternate Base Rate loans bear 50 basis points, and undrawn commitments carry a 20 basis point fee. The facility includes a covenant limiting the ratio of Total Indebtedness to Capitalization to no more than 65% and replaces a prior credit agreement that was terminated without penalty and had a February 2028 maturity, a $4.0 billion borrowing base, and $2.5 billion of elected commitments.

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Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 1.02 Termination of a Material Definitive Agreement Business
A significant contract was terminated, which may affect business operations or revenue.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
New credit facility size $3.0 billion Senior unsecured credit facility commitments outstanding at any time
Upsize option $4.0 billion Maximum aggregate commitments allowed under increase option
New facility maturity April 30, 2031 Scheduled maturity date of the new credit agreement
SOFR loan margin 150 basis points Applicable margin over SOFR as of April 30, 2026
Alternate Base Rate margin 50 basis points Applicable margin over Alternate Base Rate as of April 30, 2026
Commitment fee 20 basis points Fee on undrawn commitments as of April 30, 2026
Leverage covenant 65% Maximum Total Indebtedness to Capitalization Ratio
Prior elected commitments $2.5 billion Elected commitments under prior credit agreement as of April 30, 2026
senior unsecured credit facility financial
"providing for a $3.0 billion senior unsecured credit facility"
A senior unsecured credit facility is a bank loan or line of credit that a company can draw on for cash needs but that is not backed by specific assets; ‘senior’ means it gets paid before junior or subordinated debts if the company defaults. Think of it as a prioritized IOU from banks without a pledged asset as collateral. Investors watch this because it affects a company’s short‑term liquidity, borrowing cost and the order in which creditors are repaid in distress, all of which influence credit risk and equity value.
secured overnight financing rate financial
"Borrowings under the New Credit Agreement will accrue interest based, at OpCo’s option, on either the secured overnight financing rate"
A secured overnight financing rate (SOFR) is a daily benchmark interest rate that reflects the cost of borrowing cash overnight using U.S. Treasury securities as collateral. Think of it as the market price to “rent” cash for a day with a very safe pledge, similar to paying a short-term rental fee for money backed by government bonds. Investors track SOFR because it underpins pricing for loans, bonds and derivatives, so movements change borrowing costs, interest income and the valuation of interest-rate–linked positions.
Alternate Base Rate financial
"or the Alternate Base Rate (as defined in the New Credit Agreement) plus an applicable margin"
swingline subfacility financial
"The New Credit Agreement also includes a swingline subfacility and a letter of credit subfacility"
letter of credit subfacility financial
"includes a swingline subfacility and a letter of credit subfacility"
Total Indebtedness to Capitalization Ratio financial
"including a financial covenant for the maintenance of a ratio of Total Indebtedness to Capitalization Ratio"

FAQ

What new credit facility did Permian Resources (PR) enter into?
Permian Resources Operating, LLC entered a $3.0 billion senior unsecured credit facility. JPMorgan Chase Bank, N.A. acts as administrative agent, with a syndicate of lenders providing revolving borrowing capacity under agreed terms and covenants through April 30, 2031.

When does Permian Resources’ new $3.0 billion credit facility mature?
The new $3.0 billion senior unsecured credit facility matures on April 30, 2031. The agreement also permits successive one-year extensions, subject to certain conditions, including consent from lenders holding more than 50% of the outstanding commitments at the time.

Can Permian Resources (PR) increase the size of its new credit facility?
Yes. The credit agreement allows Permian Resources Operating, LLC to request increases in aggregate lender commitments up to $4.0 billion. Any such increase would be subject to specified terms and conditions set out in the agreement with participating lenders.

What interest rates apply under Permian Resources’ new credit agreement?
Borrowings accrue interest at either SOFR plus an applicable margin or the Alternate Base Rate plus a margin. As of April 30, 2026, the margins are 150 basis points for SOFR loans and 50 basis points for Alternate Base Rate loans, with a 20 basis point commitment fee.

What financial covenant is included in the new Permian Resources credit facility?
The agreement includes a financial covenant requiring a Total Indebtedness to Capitalization Ratio not exceeding 65%. This covenant is designed to limit overall leverage relative to capitalization and must be maintained for the company to remain in compliance with the facility.

What happened to Permian Resources’ prior credit agreement from 2022?
In connection with entering the new facility, Permian Resources Operating, LLC terminated its Third Amended and Restated Credit Agreement dated February 18, 2022. That prior facility, maturing in February 2028, had a $4.0 billion borrowing base and $2.5 billion in elected commitments and was ended without penalty.

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Permian Resources Corp false 0001658566 0001658566 2026-04-30 2026-04-30
 
 

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 30, 2026

 

 

PERMIAN RESOURCES CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-37697   41-3338782

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

   (I.R.S. Employer
Identification No.)

300 N. Marienfeld St., Suite 1000

Midland, Texas 79701

(Address of principal executive offices, including zip code)

(432) 695-4222

(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:

 

  ☐

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))

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

 

Title of each class

  

Trading
Symbol(s)

  

Name of each exchange
on which registered

Class A Common Stock, par value $0.0001 per share   PR   The New York Stock Exchange

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 ☐

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. ☐

 

 
 

Item 1.01.

Entry into a Material Definitive Agreement.

On April 30, 2026, Permian Resources Operating, LLC (“OpCo”), a consolidated subsidiary of Permian Resources Corporation (“Permian Resources” and, together with OpCo, the “Company”) (NYSE: PR), entered into a new Credit Agreement (the “New Credit Agreement”) among OpCo, JPMorgan Chase Bank, N.A., as administrative agent (the “Administrative Agent”), and the lenders party thereto (together with the Administrative Agent, the “Lenders”), providing for a $3.0 billion senior unsecured credit facility. The New Credit Agreement replaces the Prior Credit Agreement (as defined below).

The New Credit Agreement has a scheduled maturity date of April 30, 2031 and includes an option for OpCo to extend the term for successive one-year periods, subject to, among certain other terms and conditions, the consent of the Lenders holding greater than 50% of the commitments then outstanding under the New Credit Agreement. The New Credit Agreement commits the Lenders to provide advances up to an aggregate principal amount of $3.0 billion outstanding at any given time, with an option for OpCo to request increases in the aggregate commitments to an amount not to exceed $4.0 billion, subject to certain terms and conditions. The New Credit Agreement also includes a swingline subfacility and a letter of credit subfacility.

Borrowings under the New Credit Agreement will accrue interest based, at OpCo’s option, on either the secured overnight financing rate (“SOFR”) plus an applicable margin, or the Alternate Base Rate (as defined in the New Credit Agreement) plus an applicable margin. The applicable margin used in connection with interest rates, as well as commitment fees for undrawn commitments, will be based on OpCo’s credit rating for its long-term senior unsecured indebtedness for borrowed money (not supported by third-party credit enhancement) at the applicable time. As of April 30, 2026, the applicable margin for SOFR and Alternate Base Rate Loans is 150 basis points and 50 basis points, respectively, and the commitment fee is 20 basis points.

The New Credit Agreement contains representations, warranties, covenants and events of default that OpCo believes are customary for investment grade, senior unsecured commercial bank credit agreements, including a financial covenant for the maintenance of a ratio of Total Indebtedness to Capitalization Ratio (as defined in the New Credit Agreement) of no greater than 65%.

The Lenders and their respective affiliates have, from time to time, performed, and may in the future perform, various financial advisory and investment banking services for the Company and its affiliates, for which they received or will receive customary fees and expenses. The above description of the New Credit Agreement is a summary and does not purport to be complete and is qualified in its entirety by reference to the New Credit Agreement, which is attached and filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

 

Item 1.02.

Termination of a Material Definitive Agreement.

On April 30, 2026, in connection with OpCo’s entry into the New Credit Agreement, OpCo terminated that certain Third Amended and Restated Credit Agreement, dated as of February 18, 2022 (as amended, supplement and amended and supplement, the “Prior Credit Agreement”) among OpCo, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent. The Prior Credit Agreement and the credit facility thereunder were terminated by OpCo without penalty. The Prior Credit Agreement was set to mature in February 2028 and, as of April 30, 2026, OpCo had a borrowing base of $4.0 billion and $2.5 billion in elected commitments thereunder.

The lenders and their respective affiliates have, from time to time, performed, and may in the future perform, various financial advisory and investment banking services for the Company and its affiliates, for which they received or will receive customary fees and expenses.

 

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 of this Current Report on Form 8-K is incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit
No.

   

Description

10.1*+

    Credit Agreement, dated as of April 30, 2026, by and among Permian Resources Operating, LLC, JPMorgan Chase Bank, N.A., as administrative agent, and the lenders party thereto.

104

    Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document.

 

*

Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule and/or exhibit will be furnished to the SEC upon request.

+

Certain portions of this document that constitute confidential information have been redacted pursuant to Item 601(b)(10) of Regulation S-K.

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.

 

PERMIAN RESOURCES CORPORATION
By:  

/s/ Guy M. Oliphint

 

Guy M. Oliphint

Executive Vice President and Chief Financial Officer

Date:   May 6, 2026

Source: View Original Filing on SEC EDGAR

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