SANCHEZ ENERGY CORPORATION (OTCMKTS:SNZYP) Files An 8-K Other EventsItem 8.01. Other Events.
On August11, 2017, Sanchez Energy Corporation (the “Company”), the plaintiffs and all named defendants entered into a Stipulation of Settlement (the “Stipulation”) reflecting the terms of the settlement of the derivative stockholder litigation entitled In re Sanchez Energy Derivative Litigation, Consolidated C.A. No.9132-VCG in the Court of Chancery of the State of Delaware (the “Court”), relating to the Company’s August2013 purchase of working interests in the Tuscaloosa Marine Shale (“TMS”) from Sanchez Resources, LLC (“Sanchez Resources”). While the defendants A.R. Sanchez,Jr., Antonio R. Sanchez,III, Gilbert A. Garcia, Greg Colvin, Alan G. Jackson, Sanchez Resources, and Eduardo Sanchez (collectively, the “Sanchez Defendants”) continue to deny each of the plaintiffs’ claims and expressly deny any fault, wrongdoing or liability, the Sanchez Defendants agreed to the settlement solely to resolve the disputes, to avoid the costs and risks of further litigation and to avoid further distraction to the Company’s management.
The litigation was settled, subject to the approval of the Court and in consideration of, among other things, the following: (i)a payment to the Company (net of fees, expenses and other amounts) of an aggregate of $11.75 million, $9.25 million of which is to be paid by the Sanchez Defendants and their insurance companies and $2.5 million of which is to be paid by the Altpoint Defendants (as defined in the Stipulation), (ii)the transfer of the equity of Sanchez Resources and certain related royalty interests in any TMS acreage to the Company, and (iii)the removal of Alan Jackson and Greg Colvin from the Company’s compensation committee. The terms of the Stipulation are subject to Court approval, the hearing date for which is November6, 2017 at 1:00 p.m.
A copy of the Notice of Pendency and Proposed Settlement of Stockholder Derivative Action is filed as Exhibit99.1 to this Current Report on Form8-K.
In addition, on August 17, 2017 the Company announced that it entered into a definitive agreement to sell its Javelina asset in the Eagle Ford Shale for approximately $105 million in cash. The transaction is subject to customary terms and conditions and is expected to close in the third quarter of 2017.
This Current Report on Form8-K contains forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are based on current expectations and beliefs of the management of the Company, as well as assumptions made by, and information currently available to, such management, and involve risks and uncertainties, many of which are outside the Company’s and management’s control, and which may cause actual results to differ materially from those contained in forward-looking statements. Accordingly, you should not place undue reliance on such statements. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in the Company’s filings with the United States Securities and Exchange Commission, including its Annual Report on Form10-K for the year ended December31, 2016 and Quarterly Reports on Form10-Q for the quarters ended March31, 2017 and June30, 2017. These forward-looking statements speak only as of the date of this Current Report on Form8-K, and the Company does not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events and developments or otherwise.
