0001144204-15-058998.txt : 20151013 0001144204-15-058998.hdr.sgml : 20151012 20151013060511 ACCESSION NUMBER: 0001144204-15-058998 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20151006 ITEM INFORMATION: Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20151013 DATE AS OF CHANGE: 20151013 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Emerald Oil, Inc. CENTRAL INDEX KEY: 0001283843 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 770639000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-35097 FILM NUMBER: 151154416 BUSINESS ADDRESS: STREET 1: 200 COLUMBINE STREET STREET 2: SUITE 500 CITY: DENVER STATE: CO ZIP: 80206 BUSINESS PHONE: (303) 595-5600 MAIL ADDRESS: STREET 1: 200 COLUMBINE STREET STREET 2: SUITE 500 CITY: DENVER STATE: CO ZIP: 80206 FORMER COMPANY: FORMER CONFORMED NAME: Voyager Oil & Gas, Inc. DATE OF NAME CHANGE: 20100420 FORMER COMPANY: FORMER CONFORMED NAME: ante4, Inc DATE OF NAME CHANGE: 20091106 FORMER COMPANY: FORMER CONFORMED NAME: WPT ENTERPRISES INC DATE OF NAME CHANGE: 20040316 8-K 1 v421987_8k.htm FORM 8-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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)

October 13, 2015 (October 6, 2015)

 

 

 

EMERALD OIL, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   1-35097   77-0639000
(State or other jurisdiction of
incorporation)
  (Commission File Number)   (IRS Employer
Identification No.)

 

200 Columbine Street, Suite 500
Denver, CO 80206

(Address of principal executive offices, including zip code)

 

(303) 595-5600

(Registrant’s telephone number, including area code)

 

(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 (see General Instruction A.2. below):

 

¨Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

  

Item 2.04 Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement.  

 

On October 6, 2015, the Company received a notice from Wells Fargo Bank, N.A. (the "Administrative Agent") under its Amended and Restated Credit Agreement, dated as of May 1, 2014 (the "Credit Facility"), by and among the Company, the Administrative Agent, and the lenders party thereto, that, effective as of October 6, 2015, the borrowing base under the Credit Facility has been decreased to $120 million as part of the Company's regularly scheduled semi-annual redetermination by its lenders. The decrease in the Company's borrowing base under the Credit Facility resulted in a deficiency of approximately $19.6 million. The new $120 million borrowing base will be in effect until the Company's next borrowing base redetermination for the Credit Facility.

 

Item 7.01. Regulation FD Disclosure.

 

On October 12, 2015, the Company issued a press release titled “Emerald Oil Announces Redetermination of its Borrowing Base.” The press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information included in this Current Report on Form 8-K under Item 7.01 and Exhibit 99.1 is being furnished and shall not be deemed "filed" for purposes of Section 18 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.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits.

 

The following exhibits are filed in accordance with the provisions of Item 601 of Regulation S-K:

 

Exhibit No.   Description
     
99.1   Press Release of Emerald Oil, Inc., dated October 12, 2015 titled “Emerald Oil Announces Redetermination of its Borrowing Base.”

 

 2 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

 

   

EMERALD OIL, INC. 

     
Date: October 13, 2015 By: /s/ Ryan Smith
    Ryan Smith
    Chief Financial Officer

  

 3 

 

  

EXHIBIT INDEX

 

Exhibit No.   Description
99.1   Press Release of Emerald Oil, Inc., dated October 12, 2015 titled “Emerald Oil Announces Redetermination of its Borrowing Base.”

 

 4 

 

EX-99.1 2 v421987_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

http:||content.stockpr.com|vyog|files|images|img02.jpg

 

Emerald Oil Announces Redetermination of its Borrowing Base

 

DENVER, CO – October 12, 2015 --- Emerald Oil, Inc. (NYSE MKT: EOX) (“Emerald” or the “Company”) today announced that, effective as of October 6, 2015, the borrowing base under its revolving credit facility has been decreased from $200 million to $120 million as part of the Company’s regularly scheduled semi-annual redetermination by its lenders. The previously announced term loan facility was not consummated, and the Company proceeded with its regularly scheduled October borrowing base redetermination. The decrease in the borrowing base has resulted in a deficiency of approximately $19.6 million. Emerald and its advisors are negotiating with the bank group regarding a repayment schedule and continues to work with a group of second lien term providers for a term debt solution.

 

Emerald has retained financial advisor Opportune LLP, investment banker Intrepid Partners, LLC, and legal advisors Mayer Brown LLP to advise management and the board of directors on capital structure options.

 

About Emerald

 

Emerald is an independent exploration and production operator that is focused on acquiring acreage and developing wells in the Williston Basin of North Dakota and Montana, targeting the Bakken and Three Forks shale oil formations and Pronghorn sand oil formation. Emerald is based in Denver, Colorado. More information about Emerald can be found at www.emeraldoil.com.

 

Forward-Looking Statements

 

This press release may include “forward-looking statements” within the meaning of the securities laws. All statements other than statements of historical facts included herein may constitute forward-looking statements. Forward-looking statements in this document may include statements regarding the Company’s expectations regarding the Company’s operational, exploration and development plans; expectations regarding the nature and amount of the Company’s reserves; and expectations regarding production, revenues, cash flows and recoveries. When used in this press release, the words "will," "potential," "believe," "estimate," "intend," "expect," "may," "should," "anticipate," "could," "plan," "predict," "project," "profile," "model," or their negatives, other similar expressions or the statements that include those words, are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words. Such statements are subject to a number of assumptions, risks and uncertainties, many of which are beyond the control of the Company, which may cause actual results to differ materially from those implied or expressed by the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, fluctuations in oil and natural gas prices, uncertainties inherent in estimating quantities of oil and natural gas reserves and projecting future rates of production and timing of development activities, competition, operating risks, acquisition risks, liquidity and capital requirements, the effects of governmental regulation, adverse changes in the market for the Company’s oil and natural gas production, dependence upon third-party vendors, and other risks detailed in the Company’s periodic report filings with the Securities and Exchange Commission.

 

Corporate Contact:

 

Emerald Oil, Inc.

Mitch Ayer

Vice President - Finance & Investor Relations

(303) 595-5600

info@emeraldoil.com

www.emeraldoil.com

 

 

GRAPHIC 3 image_001.jpg GRAPHIC begin 644 image_001.jpg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end