UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 1.01 Entry into a Material Definitive Agreement.
As previously disclosed, on August 12, 2024, Phoenix Energy One, LLC (the “Company”) entered into that certain Amended and Restated Senior Secured Credit Agreement with Phoenix Operating LLC, as borrower (“Phoenix Operating”), each of the lenders from time to time party thereto, and Fortress Credit Corp. (“Fortress”), as administrative agent for the lenders (as amended or supplemented from time to time, the “Credit Agreement”). Terms used herein but not defined herein shall have the meaning given to such terms in the Credit Agreement.
On August 1, 2025, the Company, Phoenix Operating, the Guarantors, the Prior Specified Additional Guarantors party thereto, the Specified Additional Guarantor party thereto, the Lenders party thereto (including the New Lenders) and Fortress entered into that certain Amendment No. 6 to Amended and Restated Senior Secured Credit Agreement (“Amendment No. 6”). Amendment No. 6, among other things, (i) established a new tranche of term loans (the “Tranche E Term Loans”) in an aggregate principal amount of $100 million, which was borrowed in full on the Closing Date, (ii) established a new $6.5 million tranche of loans (the “Tranche F Loan”), which represents a contingent principal obligation that is only due and payable (together with accrued interest thereon) upon certain conditions occurring, including payment defaults under the Credit Agreement or a bankruptcy filing by the Credit Parties, and (iii) revised the required repayment schedule to provide that $200.0 million of the outstanding principal amount of the Loans will be due on August 31, 2027 (less the aggregate amount of all voluntary and mandatory prepayments as of such date), with the remainder due on the Maturity Date.
The Tranche E Term Loan and the Tranche F Loan were each subject to original issue discount (“OID”) of 8.9201878% and bear interest at a rate per annum equal to Term SOFR plus 0.10% plus 7.00%.
The Company and Phoenix Operating will use the proceeds of the Tranche E Term Loans to finance the development of their oil and gas properties in accordance with the approved plan of development as provided in the Credit Agreement.
The foregoing description of Amendment No. 6 is a summary and is qualified in its entirety by reference to Amendment No. 6, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. |
Exhibit Description | |
| 10.1 | Amendment No. 6 to Amended and Restated Senior Credit Agreement, by and among Phoenix Energy One, LLC, Phoenix Operating LLC, each of the lenders from time to time party thereto, and Fortress Credit Corp., dated as of August 1, 2025 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURE
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.
Dated: August 1, 2025
| PHOENIX ENERGY ONE, LLC | ||
| By: | /s/ Curtis Allen | |
| Curtis Allen | ||
| Chief Financial Officer | ||