STONE ENERGY CORPORATION (NYSE:SGY) Files An 8-K Entry into a Material Definitive Agreement

ME Staff 8-k

8 years ago

STONE ENERGY CORPORATION (NYSE:SGY) Files An 8-K Entry into a Material Definitive Agreement

Item1.01.

Entry into a Material Definitive Agreement.

Fourth Amendment to Restructuring Support
Agreement

On October20, 2016, Stone Energy Corporation
(Stone) and certain of its subsidiaries
(collectively, the Company) entered
into a restructuring support agreement, as amended on November4,
2016,November9, 2016, and November15, 2016 (the
RSA), with certain (i)holders of the
Companys 1³_{% Senior Convertible

Notes due 2017 (the Convertible Notes)

and (ii)holders of the Companys 7¹_{% Senior Notes due 2022

(together with the Convertible Notes, the

Notes and the holders thereof, the

Noteholders), to support a

restructuring on the terms of a pre-packaged plan of

reorganization as described therein (the

Plan). On December9, 2016, the Company

and the Noteholders entered into a fourth amendment to the RSA

(the Fourth RSA Amendment) to which the

requirement to commence the chapter 11 cases will be extended

from December9, 2016 to December13, 2016.}}

_{The

foregoing description of the Fourth RSA Amendment is qualified by

reference to the full text of such amendment, a copy of which is

filed herewith as Exhibit 10.1 and is incorporated herein by

reference.}

_{Although the

Company intends to pursue the restructuring in accordance with

the terms set forth in the RSA, as amended by the Fourth RSA

Amendment, there can be no assurance that the Company will be

successful in completing a restructuring or any other similar

transaction on the terms set forth in the RSA as amended by the

Fourth RSA Amendment, on different terms or at all.}

_{The

information contained in the Fourth RSA Amendment and this Form

8-K are for informational purposes only and do not constitute an

offer to buy, nor a solicitation of an offer to sell, any

securities of the Company, nor do they constitute a solicitation

of consent from any persons with respect to the transactions

contemplated hereby and thereby. While we expect the

restructuring will take place in accordance with the Plan, there

can be no assurance that the Company will be successful in

completing a restructuring. Securityholders are urged to read the

disclosure materials, including the disclosure statement, if and

when they become available because they will contain important

information regarding the restructuring. A copy of the disclosure

statement was attached as Exhibit 99.1 to Stones Current Report

on Form 8-K dated November17, 2016.}

_{First

Amendment to Purchase and Sale Agreement}

_{On

October20, 2016, the Company entered into a purchase and sale

agreement (the PSA) with TH Exploration

III, LLC, an affiliate of Tug Hill, Inc. (Tug

Hill). to the terms of the PSA, Stone agreed to

sell approximately 86,000 net acres in the Appalachia regions of

Pennsylvania and West Virginia (the

Properties) to Tug Hill for $360

million in cash, subject to customary purchase price adjustments.

On December9, 2016, Tug Hill and Stone entered into a first

amendment to the PSA (the First PSA

Amendment) to which the requirement to commence the

chapter 11 cases will be extended from December9, 2016 to

December14, 2016.}

_{The

foregoing description of the First PSA Amendment is qualified by

reference to the full text of such amendment, a copy of which is

filed herewith as Exhibit 10.2 and is incorporated herein by

reference.}

_{Fourth

Amendment to Credit Agreement}

_{On December

9, 2016, the Company entered into Amendment No.4 (the

Fourth Credit Agreement Amendment) to

the Fourth Amended and Restated Credit Agreement dated as of

June24, 2014 (as amended, the Credit

Agreement) among Stone, certain of the Companys

subsidiaries, as guarantors, and the financial institutions party

thereto. The Fourth Credit Agreement Amendment amends the Credit

Agreement to modify the anti-hoarding cash provisions therein,

which become effective as of December10, 2016.}

_{The

foregoing description of the Fourth Credit Agreement Amendment is

qualified by reference to the full text of such amendment, a copy

of which is filed herewith as Exhibit 10.3 and is incorporated

herein by reference.}

Item7.01.

Regulation FD Disclosure.

_{On

December9, 2016, the Company issued a press release announcing

the Fourth RSA Amendment, the First PSA Amendment and the Fourth

Credit Agreement Amendment. A copy of the press release is

attached hereto as Exhibit 99.1.}

_{The

information included in this Form 8-K under Item7.01 and Exhibit

99.1 attached hereto is being furnished and shall not be deemed

filed for purposes of Section18 of the Securities Exchange Act of

1934, as amended (the Exchange Act), or

otherwise subject to liabilities of that Section, unless the

registrant specifically states that the information is to be

considered filed under the Exchange Act or incorporates it by

reference into a filing under the Exchange Act or the Securities

Act of 1933, as amended.}

_{Cautionary Note

Regarding Forward-Looking Statements}

_{Certain

statements in this Form 8-K are forward-looking and are based

upon the Companys current belief as to the outcome and timing of

future events. All statements, other than statements of

historical facts that address activities that the Company plans,

expects, believes, projects, estimates or anticipates will,

should or may occur in the future are forward-looking statements.

Important factors that could cause actual results to differ

materially from those in the forward-looking statements herein

include, but are not limited to, the ability to consummate the

sale of the Properties as contemplated by the PSA; the ability to

confirm and consummate a plan of reorganization in accordance

with the terms of the Plan; risks attendant to the bankruptcy

process, including the effects thereof on the Companys business

and on the interests of various constituents, the length of time

that the Company might be required to operate in bankruptcy and

the continued availability of operating capital during the

pendency of such proceedings; risks associated with third party

motions in the Bankruptcy Cases, which may interfere with the

ability to confirm and consummate a plan of reorganization in

accordance with the terms of the Plan; potential adverse effects

on the Companys liquidity or results of operations; increased

costs to execute the reorganization in accordance with the terms

of the Plan; effects on the market price of the Companys common

stock and on the Companys ability to access the capital markets;

and the risk factors and known trends and uncertainties as

described in the Companys Annual Report on Form 10-K, Quarterly

Reports on Form 10-Q and Current Reports on Form 8-K as filed

with the Securities and Exchange Commission. For a more detailed

discussion of risk factors, please see Part I, Item1A, Risk

Factors of the Companys most recent Annual Report on Form 10-K

and Part II, Item1A of the Companys Quarterly Reports on Form

10-Q for the periods ended March31, 2016,June30, 2016 and

September30, 2016, respectively. Should one or more of these

risks or uncertainties occur, or should underlying assumptions

prove incorrect, the Companys actual results and plans could

differ materially from those expressed in the forward-looking

statements.The Company assumes no obligation and expressly

disclaims any duty to update the information contained herein

except as required by law.}

Item9.01.

Financial Statements and Exhibits.

_{(d)

Exhibits.}


Exhibit Number		Description

10.1		Fourth Amendment to Restructuring Support Agreement, dated December 9, 2016.

10.2		First Amendment to Purchase and Sale Agreement, dated December 9, 2016.

10.3		Fourth Amendment to Credit Agreement, dated December 9, 2016.

99.1		Press Release issued by the Company on December 9, 2016.

About STONE ENERGY CORPORATION (NYSE:SGY)
Stone Energy Corporation is an independent oil and natural gas company. The Company is engaged in the acquisition, exploration, exploitation, development and operation of oil and gas properties. The Company operates in the Gulf of Mexico (GOM) basin. It has leveraged its operations in the GOM conventional shelf and has its reserve base in the prolific basins of the GOM deep water, Gulf Coast deep gas, and the Marcellus and Utica shales in Appalachia. Its estimated proved oil and natural gas reserves are over 60 million barrels of oil equivalents (MMBoe) or 340 billion cubic feet equivalent (Bcfe). Over 95 MMBoe or 570 Bcfe of its estimated proved reserves are revised downward. It has made investments in seismic data and leasehold interests, and has geological, geophysical, engineering and operational operations in deep water arena to evaluate potential exploration, development and acquisition opportunities. It holds over two deep water platforms, producing reserves and various leases. STONE ENERGY CORPORATION (NYSE:SGY) Recent Trading Information
STONE ENERGY CORPORATION (NYSE:SGY) closed its last trading session down -0.01 at 6.75 with 1,493,832 shares trading hands.