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): September 1, 2006
NATURAL GAS SERVICES GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)
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| Colorado
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1-31398
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75-2811855 |
| (State or other jurisdiction
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(Commission File
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(IRS Employer |
| of Incorporation or organization)
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Number)
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Identification No.) |
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| 2911 South County Road 1260 Midland, Texas
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79706 |
| (Address of Principal Executive Offices)
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(Zip Code) |
432-563-3974
(Registrant’s telephone number, including area code)
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:
o Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
On September 1, 2006, Natural Gas Services Group, Inc., as borrower, and Western National
Bank, as lender, entered into modification agreements (collectively, the “Modification
Agreements”), modifying the following promissory notes (collectively, the “Notes”), each of which
evidence a loan facility made available to Natural Gas under the previously reported Sixth Amended
and Restated Loan Agreement dated January 3, 2006 (the “Loan Agreement”), between Natural Gas and
Western National Bank:
(1) Revolving Line of Credit Promissory Note dated January 3, 2006, in the original principal
amount of $10,000,000.00, as modified by a Modification Agreement dated effective as of March 24,
2006, executed by Natural Gas in favor of Western National Bank (the “Revolving Line of Credit
Promissory Note”);
(2) Term Promissory Note dated January 3, 2005, in the original principal amount of
$8,000,000.00, as modified by a Modification Agreement dated May 1, 2005, and as further modified
by a Second Modification Agreement dated effective as of March 24, 2006, executed by Natural Gas in
favor of Western National Bank (as so modified, the “$8,000,000.00 Term Promissory Note”);
(3) Multiple Advance Term Promissory Note dated March 14, 2005, in the original principal
amount of $10,000,000.00, as modified by a Modification Agreement dated May 1, 2005, and as further
modified by a Second Modification Agreement dated effective as of March 24, 2006, executed by
Natural Gas in favor of Western National Bank (as so modified, the “10,000,000.00 Multiple Advance
Term Promissory Note”); and
(4) Advancing Line of Credit Promissory Note dated November 3, 2003, in the original principal
amount of $10,000,000.00, as modified by a Modification Agreement dated December 15, 2004, a Second
Modification Agreement dated May 1, 2005, and as further modified by a Third Modification Agreement
dated effective as of March 24, 2006, executed by Natural Gas in favor of Western National Bank (as
so modified, the “$10,000,000.00 Advancing Line of Credit Promissory Note”).
The Modification Agreements entered into by Natural Gas and Western National Bank included the
following:
(1) Second Modification Agreement dated effective as of August 28, 2006, modifying the
Revolving Line of Credit Promissory Note;
(2) Third Modification Agreement dated effective as of August 28, 2006, modifying the
$8,000,000.00 Term Promissory Note;
(3) Third Modification Agreement dated effective as of August 28, 2006, modifying the
$10,000,000.00 Multiple Advance Term Promissory Note; and
(4) Fourth Modification Agreement dated effective as of August 28, 2006, modifying the
$10,000,000.00 Advancing Line of Credit Promissory Note.
Under the Modification Agreements, the annual rate at which each Note bears interest was
reduced from a variable rate equal to the “prime rate” as published in the Money Rates section of
The Wall Street Journal, to a fixed rate of seven and one-half percent (7.50%).
The remaining terms and provisions of the Loan Agreement and the Notes remain in full force
and effect.
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