8-K

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): June 7, 2016

Seventy Seven Energy Inc.

(Exact name of registrant as specified in its charter)

Oklahoma	001-36354	45-3338422
(State or other jurisdiction of incorporation or organization)	(Commission File No.)	(I.R.S. Employer Identification No.)
777 N.W. 63rd Street Oklahoma City, Oklahoma		73116
(Address of principal executive offices)		(Zip Code)

(405) 608-7777

(Registrant’s telephone number, including area code)

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:

¨ 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 1.03 Bankruptcy or Receivership.

On June 7, 2016, Seventy Seven Energy Inc. (the “Company”) and all of its direct and indirect wholly owned subsidiaries (collectively, the “Debtors”) filed voluntary petitions (the “Bankruptcy Petitions”) for reorganization under Chapter 11 of the United States Bankruptcy Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the District of Delaware (the “Court”). The Debtors have filed a motion with the Court seeking to jointly administer all of the Debtors’ Chapter 11 cases under the caption In re: Seventy Seven Finance Inc., et al. The Debtors will continue to operate their businesses as “debtors-in-possession” under the jurisdiction of the Court and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Court. The subsidiary Debtors in these Chapter 11 cases are Seventy Seven Operating LLC (“OpCo”), Seventy Seven Land Company LLC, Seventy Seven Finance Inc. (“SSF”), Performance Technologies, L.L.C., PTL Prop Solutions, L.L.C., Western Wisconsin Sand Company, LLC, Nomac Drilling, L.L.C., SSE Leasing LLC, Keystone Rock & Excavation, L.L.C. and Great Plains Oilfield Rental, L.L.C.

During the Chapter 11 cases, subject to Court approval, the Company’s trade creditors and vendors are expected to be paid in full in the ordinary course of business, and all of the Company’s contracts (other than those under which the Outstanding Debt (as defined below) was issued) are expected to remain in effect in accordance with their terms preserving the rights of all parties.

This Form 8-K is not a solicitation to accept or reject the proposed plan of reorganization referred to herein or an offer to sell or a solicitation of an offer to buy any securities of the Company.

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

The filings of the Bankruptcy Petitions described in Item 1.03 above constitute an event of default with respect to the 6.625% senior unsecured notes due 2019 of SSO and SSF, wholly owned subsidiaries of the Company (the “2019 Notes”), and the Company’s 6.50% senior unsecured notes due 2022 (the “2022 Notes”), $400.0 million term loan (the “Term Loan”), $100.0 million incremental term loan (the “Incremental Term Loan”) and revolving credit facility (collectively, the “Outstanding Debt”). Pursuant to the Bankruptcy Code, the filing of the Bankruptcy Petitions automatically stayed most actions against the Debtors, including most actions to collect indebtedness incurred prior to the filing of the Bankruptcy Petitions or to exercise control over the Debtors’ property. Accordingly, although the Bankruptcy Petitions triggered defaults under the Outstanding Debt, creditors are generally stayed from taking action as a result of these defaults.

Item 7.01. Regulation FD Disclosures.

On June 7, 2016, in connection with the filing of the Bankruptcy Petitions, the Debtors announced the results of the previously disclosed solicitation of votes from holders of the 2019 Notes, 2022 Notes, Term Loan and Incremental Term Loan to accept the joint prepackaged plan of reorganization. A copy of this press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Item 7.01, including the exhibits incorporated by reference herein, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and will not be incorporated by reference into any registration statement filed under the Securities Act of 1933, as amended, unless specifically identified as being incorporated by reference in the registration statement.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number	Description
99.1	Press Release issued by Seventy Seven Energy Inc. dated June 7, 2016.

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 thereunto duly authorized.

June 7, 2016	SEVENTY SEVEN ENERGY INC.
	By:	/s/ Cary Baetz
		Cary Baetz
		Chief Financial Officer and Treasurer

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release issued by Seventy Seven Energy Inc. dated June 7, 2016.

EX-99.1

Exhibit 99.1

News Release

FOR IMMEDIATE RELEASE

JUNE 7, 2016

Seventy Seven Energy Inc. Files for Court Approval of Prepackaged Reorganization Plan

• Solicitation Process Yields Approval of Plan from All Classes Entitled To Vote

• $1.1 Billion of Existing Debt to Be Converted into New Common Equity

• Trade Creditors, Suppliers and Contractors to Be Paid in Full in the Ordinary Course

Oklahoma City, OK – June 7, 2016 – Seventy Seven Energy Inc. (the “Company”) today announced that it has filed a pre-packaged plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code in the United States Bankruptcy Court for the District of Delaware. As previously announced, the Company’s pre-packaged plan provides for a substantial deleveraging transaction pursuant to which approximately $1.1 billion of the Company’s outstanding debt will be converted to equity. The Chapter 11 reorganization is expected to conclude within 60 days.

The filing follows the completion of the solicitation process, which began on May 9 of (i) lenders representing the Company’s Incremental Term Supplement (Tranche A) loan, (ii) lenders representing the Company’s $400 Million Term Loan Credit Agreement dated June 25, 2014, (iii) noteholders of the Company’s 6.625% senior unsecured notes due 2019 and (iv) noteholders of the 6.50% senior unsecured notes due 2022. The solicitation process resulted in overwhelming approval of the pre-packaged plan presented by the Company.

“The successful completion of the solicitation process and today’s filing represent the next step forward in our financial restructuring,” Chief Executive Officer Jerry Winchester said. “The support of all of our stakeholders will allow our Company to expedite the reorganization process and maximize our operational strengths and assets to grow our business as the market recovers.”

A key component of the Plan is that all trade creditors, suppliers and contractors will be paid in the ordinary course of business. All of the Company’s commercial and operational contracts will remain in effect in accordance with their terms preserving the rights of all parties, and customer relationships will continue uninterrupted.

The Company has set up a toll-free information line to answer questions about the restructuring. The information line can be accessed by calling 844-224-1136 (internationally 1-917-962-8386). The Company has also posted FAQs on its website at 77NRG.com/Restructuring/.

CONTACT     Bob Jarvis     405-608-7730     IR@77nrg.com	SEVENTY SEVEN ENERGY INC
	777 NW 63rd St.
	Oklahoma City, OK 73116

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News Release

About Seventy Seven Energy Inc.

Headquartered in Oklahoma City, SSE provides a wide range of wellsite services and equipment to U.S. land-based exploration and production customers. SSE’s services include drilling, hydraulic fracturing and oilfield rentals and its operations are geographically diversified across many of the most active oil and natural gas plays in the onshore U.S., including the Anadarko and Permian basins and the Eagle Ford, Haynesville, Marcellus, Niobrara and Utica shales. For additional information about SSE, please visit our website at www.77nrg.com, where we routinely post announcements, updates, events, investor information and presentations and recent news releases.

This news release contains certain statements and information that may constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical facts that address activities, events or developments that we expect, believe or anticipate will or may occur in the future are forward-looking statements. The words “believe,” “ensure”, “will” and similar expressions, and the negative thereof, are intended to identify forward-looking statements. Without limiting the generality of the foregoing, forward-looking statements contained in this press release specifically include statements, estimates and projections regarding our business outlook and plans, including with respect to our capital structure, corporate valuation, future financial position and capital resources, operations, performance and growth. Forward-looking statements are not assurances of future performance. These forward-looking statements are based on management’s current expectations and beliefs, forecasts for our existing operations, experience, and perception of historical trends, current conditions, anticipated future developments and their effect on us, and other factors believed to be appropriate. Although management believes that the expectations and assumptions reflected in these forward-looking statements are reasonable as and when made, no assurance can be given that these assumptions are accurate or that any of these expectations will be achieved (in full or at all). Moreover, our forward-looking statements are subject to significant risks and uncertainties, many of which are beyond our control, which may cause actual results to differ materially from our historical experience and our present expectations or projections which are implied or expressed by the forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, risks relating to economic conditions; volatility of crude oil and natural gas commodity prices; delays in or failure of delivery of current or future orders of specialized equipment; the loss of or interruption in operations of one or more key suppliers or customers; oil and gas market conditions; the effects of government regulation, permitting and other legal requirements, including new legislation or regulation of hydraulic fracturing; operating risks; the adequacy of our capital resources and liquidity; weather; litigation; competition in the oil and natural gas industry; and costs and availability of resources.

For additional information regarding known material factors that could cause our actual results to differ from our present expectations and projected results, please see our filings with the U.S. Securities and Exchange Commission (“SEC”), including our Current Reports on Form 8-K that we file from time to time, Quarterly Reports on Form 10-Q, and our Annual Reports on Form 10-K.

Readers are cautioned not to place undue reliance on any forward-looking statement which speaks only as of the date on which such statement is made. We undertake no obligation to correct, revise or update any forward-looking statement after the date such statement is made, whether as a result of new information, future events or otherwise, except as required by applicable law.

CONTACT     Bob Jarvis     405-608-7730     IR@77nrg.com	SEVENTY SEVEN ENERGY INC
	777 NW 63rd St.
	Oklahoma City, OK 73116

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