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): November 9, 2015
TRIANGLE PETROLEUM CORPORATION
(Exact name of registrant as specified in charter)
Delaware |
001-34945 |
98-0430762 |
(State or other jurisdiction of |
(Commission |
(I.R.S. Employer |
incorporation or organization) |
file number) |
Identification No.) |
1200 17th Street, Suite 2600, Denver, CO 80202
(Address of principal executive offices)
Registrant’s telephone number, including area code: (303) 260-7125
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: |
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02Results of Operations and Financial Condition.
The information set forth under Item 7.01 of this Current Report on Form 8-K is incorporated herein by reference.
The information in Item 2.02 of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Item 2.02 of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.
Item 7.01Regulation FD Disclosure.
On November 9, 2015, Triangle Petroleum Corporation issued a press release providing the outcome of Triangle USA Petroleum Corporation’s borrowing base redetermination and an interim production update. A copy of this press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information in Item 7.01 of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Item 7.01 of this Current Report on Form 8-K and in Exhibit 99.1 attached hereto shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits
Exhibit 99.1 |
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Press Release, dated November 9, 2015. |
SIGNATURES
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.
Date: November 9, 2015 |
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TRIANGLE PETROLEUM CORPORATION |
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By: |
/s/ Justin Bliffen |
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Justin Bliffen |
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Chief Financial Officer |
Index to Exhibits
Exhibit
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Description |
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Exhibit 99.1* |
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Press Release, dated November 9, 2015. |
* Filed herewith.
Triangle Petroleum provides outcome of borrowing
base redetermination and Interim production update
DENVER, Colorado, November 9, 2015 – Triangle Petroleum Corporation (“Triangle” or the “Company”) (NYSE MKT: TPLM) today announced that Triangle USA Petroleum Corporation’s (“TUSA’s”) lenders recently completed their October 2015 semi-annual redetermination and the borrowing base under its senior credit facility was reaffirmed at $350.0 million. No terms of the credit facility were amended during this process.
Following this redetermination, Triangle had approximately $293 million of total liquidity (+2% QoQ) at the end of the third quarter of fiscal year 2016 (three month period ended October 31, 2015; “Q3 FY 2016”). This included approximately $36 million of cash on hand and $161 million and $96 million of respective available borrowing capacity on the TUSA and RockPile Energy Services (“RockPile”) senior credit facilities.
Since July 31, 2015, TUSA and RockPile have reduced debt by $26 million, or ~4%, largely as a direct result of the decision to defer drilling activities until next fiscal year. The debt reduction includes the repurchase and retirement of $10 million of face value of TUSA 6.75% Senior Notes for $5.8 million and a net reduction in the outstanding revolver balance of the combined TUSA and RockPile credit facilities of $16 million. There are currently $416 million of TUSA Senior Notes outstanding.
We expect that TUSA and RockPile will continue to remain in full compliance with all financial covenants of their respective senior credit facilities when final Q3 FY 2016 results are reported. As a reminder, each of the credit facilities is non-recourse to Triangle and there are no cross default provisions between Triangle and either subsidiary or between the two subsidiaries.
Preliminary production for Q3 FY 2016 averaged approximately 13,590 Boepd, which brings average production volumes fiscal year to date through October to just over 13,600 Boepd. Triangle plans to complete 2-6 gross wells in the fourth quarter of FY 2016, which should support full year production in the range of 13,200-13,600 Boepd.
About Triangle
Triangle (NYSE MKT: TPLM) is an independent energy company with a strategic focus on developing the Bakken Shale and Three Forks formations in the Williston Basin of North Dakota and Montana. For more information, visit Triangle's website at www.trianglepetroleum.com.
Forward-Looking Statements Disclosure
The information presented in this press release may contain "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical facts, included in this press release that address activities, events or developments that the Company expects, believes or anticipates will or may occur in the future are forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties that could cause actual results to differ materially from the results contemplated by the forward-looking statements. Factors that could cause actual results to differ materially from the results contemplated by the forward-looking statements include, but are not limited to, the risks discussed in the Company's annual report on Form 10-K and its other filings with the Securities and Exchange Commission. The forward-looking statements in this press release are made as of the date of this press release, and the Company undertakes no obligation to update any forward-looking statement as a result of new information, future developments, or otherwise.
Contact
Triangle Petroleum Corporation
Joe Magner, Vice President, Capital Markets
303-260-7125
info@trianglepetroleum.com
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