Obsidian Energy Ltd 6-K, filed Feb 21, 2025

Obsidian Energy Ltd. (OBE)

6-K 2025-02-21 For: 2025-02-21

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Added on April 10, 2026

About this 6-K

Obsidian Energy Ltd filed this 6-K on February 21, 2025.

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	OBSIDIAN ENERGY LTD.


	By:	/s/ Stephen E. Loukas
	Name:	Stephen E. Loukas
	Title:	President and Chief Executive Officer


Exhibit	Description

99.1	Material Contract – Amended and Restated Credit Agreement, dated June 26, 2024
99.2	Material Contract – Amended and Restated Credit Agreement, dated September 18, 2024
99.3	Material Contract – Amended and Restated Credit Agreement, dated October 7, 2024


Article 1 INTERPRETATION		1
1.1	Definitions	1
1.2	Headings; Articles and Sections; Table of Contents	53
1.3	Number; persons; including; successors; in writing	53
1.4	Accounting Principles	53
1.5	References to Agreements and Enactments	54
1.6	Per Annum Calculations	54
1.7	Currency References in Determination of Consolidated Senior Debt to EBITDA Ratio, Consolidated Total Debt to EBITDA Ratio and Thresholds	54
1.8	Schedules	55
1.9	Changes in Liability Management Rating System	55
1.10	Interest Rates; Benchmark Notification	56
1.11	Amendment and Restatement	56
Article 2 THE CREDIT FACILITIES		57
2.1	The Credit Facilities	57
2.2	Types of Availments; Overdraft Loans	57
2.3	Purpose	57
2.4	Availability and Nature of the Credit Facilities	58
2.5	Minimum Drawdowns	58
2.6	Notice Periods for Drawdowns, Conversions and Rollovers	59
2.7	Conversion Option	60
2.8	Rollovers; Selection of Interest Periods	60
2.9	Rollovers and Conversions not Repayments	61
2.10	Agent's Obligations with Respect to Canadian Prime Rate Loans and CORRA Loans Under the Syndicated Facility and with Respect to U.S. Base Rate Loans and SOFR Loans Under the Syndicated Facility	61
2.11	Lenders' and Agent's Obligations with Respect to Loans Under the Syndicated Facility and the Term Loan Facility	61
2.12	Irrevocability	61
2.13	Optional Cancellation or Reduction of Credit Facilities	61
2.14	Optional Repayment of Credit Facilities	62
2.15	Mandatory Repayment of Credit Facilities and Mandatory Reduction of Term Loan Facility Commitments	62
2.16	Additional Repayment Terms	63
2.17	Currency Excess	64
2.18	Hedging with Lenders and Hedging Affiliates	64


2.19	Extension of Syndicated Facility Term Out Date	64
2.20	Extension of Operating Facility Term Out Date	67
2.21	Replacement of Lenders	67
2.22	Hostile Acquisitions	68
2.23	Determinations of the Borrowing Base; Removal of Certain Lenders	69
2.24	Accordion for Increase in Syndicated Facility Commitment	71
Article 3 CONDITIONS PRECEDENT		72
3.1	Conditions Precedent for all Drawdowns	72
3.2	Conditions Precedent to Effectiveness of the Woodcote Transaction Drawdown	72
3.3	Conditions Precedent to Effectiveness of Amendment and Restatement	73
3.4	Waiver	74
Article 4 EVIDENCE OF DRAWDOWNS		75
4.1	Account of Record	75
Article 5 PAYMENTS OF INTEREST AND FEES		75
5.1	Interest on Canadian Prime Rate Loans	75
5.2	Interest on U.S. Base Rate Loans	75
5.3	Interest on SOFR Loans	75
5.4	Interest on CORRA Loans	76
5.5	Interest Act (Canada); Conversion of 360 Day Rates	76
5.6	Nominal Rates; No Deemed Reinvestment	77
5.7	Standby Fees	77
5.8	Agent's Fees	77
5.9	Interest on Overdue Amounts	77
5.10	Waiver	78
5.11	Maximum Rate Permitted by Law	78
Article 6 LETTERS OF CREDIT		78
6.1	Availability	78
6.2	Currency, Type, Form and Expiry	78
6.3	No Conversion	79
6.4	Records	79
6.5	Reimbursement or Conversion on Presentation;	79
6.6	Fees and Expenses	79
6.7	Additional Provisions	79
Article 7 PLACE AND APPLICATION OF PAYMENTS		82
7.1	Place of Payment of Principal, Interest and Fees; Payments to Agent and the Operating Lender	82
7.2	Designated Accounts of the Lenders	83
7.3	Funds	83


7.4	Application of Payments	83
7.5	Payments Clear of Taxes; FATCA	83
7.6	Set-Off	84
7.7	Margin Changes; Adjustments for Margin Changes	85
Article 8 REPRESENTATIONS AND WARRANTIES		85
8.1	Representations and Warranties	85
8.2	Deemed Repetition	91
8.3	Other Documents	92
8.4	Effective Time of Repetition	92
8.5	Nature of Representations and Warranties	92
Article 9 GENERAL COVENANTS		92
9.1	Affirmative Covenants of the Borrower	92
9.2	Negative Covenants of the Borrower	101
9.3	Agent May Perform Covenants	106
Article 10 SECURITY		107
10.1	Security on all Assets	107
10.2	Registration and Fixed Charge Security	108
10.3	Forms	109
10.4	Continuing Security	109
10.5	Dealing with Security	109
10.6	Effectiveness	109
10.7	Release and Discharge of Security	109
10.8	Transfer of Security	110
10.9	Hedging Affiliates and Cash Managers	110
10.10	Security for Hedging with Former Lenders	110
10.11	Acknowledgement Regarding Any Supported QFCs	111
Article 11 EVENTS OF DEFAULT AND ACCELERATION		112
11.1	Events of Default	112
11.2	Acceleration	116
11.3	Conversion on Default	116
11.4	Remedies Cumulative and Waivers	116
11.5	Termination of Lenders' Obligations	117
11.6	Acceleration of All Lender Obligations	117
11.7	Application and Sharing of Payments Following Acceleration	117
11.8	Calculations as at the Adjustment Time	118
11.9	Sharing Repayments	118
11.10	Adjustments Among Lenders	118


Article 12 CHANGE OF CIRCUMSTANCES		119
12.1	Benchmark Replacement Settings	119
12.2	Change in Law	120
12.3	Prepayment of Portion	122
12.4	Illegality	122
12.5	Temporary Market Disruption	123
Article 13 COSTS, EXPENSES AND INDEMNIFICATION		124
13.1	Costs and Expenses	124
13.2	General Indemnity	124
13.3	Environmental Indemnity	125
13.4	Judgment Currency	126
13.5	Limit on Liability of Indemnified Parties	126
Article 14 THE AGENT AND ADMINISTRATION OF THE CREDIT FACILITY		127
14.1	Authorization and Action	127
14.2	Procedure for Making Loans under the Syndicated Facility and the Term Loan Facility	127
14.3	Remittance of Payments	128
14.4	Redistribution of Payment	128
14.5	Duties and Obligations	129
14.6	Prompt Notice to the Lenders	130
14.7	Agent's and Lenders' Authorities	130
14.8	Lender Credit Decision	130
14.9	Indemnification of Agent	131
14.10	Successor Agent	131
14.11	Taking and Enforcement of Remedies	131
14.12	Reliance Upon Agent	132
14.13	No Liability of Agent	132
14.14	The Agent and Defaulting Lenders	132
14.15	Article for Benefit of Agent and Lenders	133
14.16	Erroneous Payments by the Agent	134
Article 15 GENERAL		136
15.1	Exchange and Confidentiality of Information	136
15.2	Nature of Obligations under this Agreement; Defaulting Lenders	137
15.3	Notices	138
15.4	Governing Law	140
15.5	Benefit of the Agreement	140
15.6	Assignment	140
15.7	Participations	141


15.8	Severability	141
15.9	Whole Agreement	141
15.10	Amendments and Waivers	141
15.11	Further Assurances	143
15.12	Attornment	143
15.13	Time of the Essence	144
15.14	Waiver of Jury Trial	144
15.15	Electronic Communications	144
15.16	Platform	144
15.17	Anti-Money Laundering/Know Your Customer Laws	144
15.18	No Fiduciary Duty	145
15.19	Credit Agreement Governs	145
15.20	Acknowledgement and Consent to Bail-In of Affected Financial Institutions	146
15.21	Counterparts	146
15.22	Electronic Execution	146


Schedule A	‑	Lenders and Commitments
Schedule B	‑	Assignment Agreement
Schedule C	‑	Compliance Certificate
Schedule D	‑	Conversion Notice
Schedule E	‑	Drawdown Notice
Schedule F	‑	Repayment Notice
Schedule G	‑	Rollover Notice
Schedules H-1 to H-8	‑	Security
Schedule I	‑	Borrower and Subsidiaries.


Obsidian Energy Ltd.
Suite 200, 207 – 9th Avenue SW
Calgary, Alberta
T2P 1K3


Attention:	Senior Vice President and Chief Financial Officer
Facsimile:	[Redacted – Personal Information]


		LENDERS:

		ROYAL BANK OF CANADA

		By:	("Signed")
			Name: Title:

		By:	("Signed")
			Name: Title:


		BANK OF MONTREAL

		By:	("Signed")
			Name: Title:

		By:	("Signed")
			Name: Title:


		CANADIAN WESTERN BANK

		By:	("Signed")
			Name: Title:

		By:	("Signed")
			Name: Title:


		INDUSTRIAL AND COMMERCIAL BANK OF CHINA (CANADA)

		By:	("Signed")
			Name: Title:

		By:	("Signed")
			Name: Title:


		AGENT:

		ROYAL BANK OF CANADA, in its capacity as the Agent

		By:	("Signed")
			Name: Title:


Lender	Operating Facility Commitment	Syndicated Facility Commitment	Term Loan Facility Commitment	Aggregate Individual Commitment
Royal Bank of Canada	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]
Bank of Montreal	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]
Canadian Western Bank	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]
Industrial and Commercial Bank of China (Canada)	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]
Total:	Cdn.$25,000,000	Cdn.$235,000,000	Cdn.$75,000,000	Cdn.$335,000,000


Lender	Operating Facility Commitment	Syndicated Facility Commitment	Term Loan Facility Commitment	Aggregate Individual Commitment
Royal Bank of Canada	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]
Bank of Montreal	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]
Canadian Western Bank	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]
Industrial and Commercial Bank of China (Canada)	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]
ICBC Standard Bank Plc	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]	[Redacted - Amount]
Total:	Cdn.$25,000,000	Cdn.$275,000,000	Cdn.$10,000,000	Cdn.$310,000,000



BORROWER:

OBSIDIAN ENERGY LTD.


By:	“Peter D. Scott”
	Peter D. Scott
	Chief Financial Officer



MAJORITY OF THE LENDERS:

ROYAL BANK OF CANADA

By:	(Signed)
	Name:
	Title:

By:	(Signed)
	Name:
	Title:


OBSIDIAN ENERGY LTD. OBSIDIAN ENERGY PARTNERSHIP, by its managing partner, OBSIDIAN ENERGY LTD., 1647456 ALBERTA LTD., each of the foregoing by the undersigned


By:
	Peter D. Scott
	Chief Financial Officer