Item 1.01 Entry into a Material Definitive Agreement.

As previously disclosed, on December 18, 2020, Sundance Energy Inc., a Delaware corporation (the "Company"), and its subsidiary, Sundance Energy, Inc., a Colorado corporation (the "Borrower"), entered into a Forbearance Agreement and Sixth Amendment to Credit Agreement (the "Forbearance Agreement") with Toronto Dominion (Texas) LLC, as administrative agent (the "Administrative Agent"), and the lenders party thereto (the "Lenders"). Pursuant to the Forbearance Agreement, among other things, the Borrower was required to deliver a Term Loan Forbearance Agreement (as defined in the Forbearance Agreement) on or before December 23, 2020 (the "Term Loan Forbearance Requirement").

The Borrower was unable to timely comply with the Term Loan Forbearance Requirement. As a result, as of December 23, 2020, the Lenders had the right to terminate the Forbearance Period (as defined in the Forbearance Agreement) as set forth in the Forbearance Agreement. On December 30, 2020, the Company, the Borrower, the Administrative Agent and the Lenders entered into a letter agreement (the "Letter Agreement"), effective as of December 23, 2020, with respect to the Forbearance Agreement, pursuant to which the Lenders agreed to permanently waive the Term Loan Forbearance Requirement and their right to terminate the Forbearance Period solely as a result of the failure to comply with the Term Loan Forbearance Requirement.

The above description of the terms of the Letter Agreement does not purport to be complete and is qualified in its entirety by the full text of the Letter Agreement, which is attached to this Current Report on Form 8-K as Exhibit 10.1 and is incorporated herein by reference.




 Item 8.01 Other Events.

On December 31, 2020, the Borrower elected to not make the interest payment of approximately $7 million due under its second lien term loan facility (the "Term Loan") on such date. The three business day grace period to make such payment expires Wednesday, January 6, 2021. After such time, the lenders under the Term Loan may demand immediate repayment of the amounts outstanding under the Term Loan. In addition, a cross-default under the Borrower's senior secured credit facility will be triggered.

Item 9.01 Financial Statements and Exhibits.






(d) Exhibits



Exhibit No.                               Description
  10.1          Limited Waiver to Forbearance Agreement, dated as of December 30,
              2020, among Sundance Energy Inc., as parent, Sundance Energy, Inc.,
              as borrower, Toronto Dominion (Texas) LLC, as administrative agent,
              and the lenders party thereto.
104           Cover Page Interactive Data File (formatted in Inline XBRL and
              contained in Exhibit 101)

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