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) June 27, 2014
| STONE ENERGY CORPORATION |
| (Exact Name of Registrant as Specified in Charter) |
| Delaware | 1-12074 | 72-1235413 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 625 E. Kaliste Saloom Road Lafayette, Louisiana |
70508 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(337) 237-0410
(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 1.01. Entry into a Material Definitive Agreement.
On June 27, 2014, Stone Energy Corporation (“Stone”) entered into a definitive agreement to sell its non-core Gulf of Mexico (GOM) conventional shelf properties to Talos Energy Offshore LLC for cash consideration of $200 million and the assumption of future undiscounted abandonment liabilities estimated at approximately $117 million. These properties represented production volumes of approximately 57 MMcfe per day for the first quarter of 2014 (58% natural gas). Under the terms of the agreement, Stone will retain a four-year option for a 50% working interest in the deep drilling rights on the properties. The estimated proved reserves associated with these properties represented approximately 9% of Stone’s year end 2013 total estimated proved reserves. The effective date of the transaction will be April 1, 2014, and the transaction is expected to close by early August 2014, subject to customary closing conditions and adjustments.
Item 7.01. Regulation FD Disclosure.
On June 30, 2014, Stone issued a press release announcing that it entered into a definitive agreement to sell its non-core GOM conventional shelf properties to Talos Energy Offshore LLC. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01.
In accordance with General Instruction B.2 of Form 8-K, the information in this report, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall such information, including Exhibit 99.1, be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
| 99.1 | Press release dated June 30, 2014, “Stone Energy Corporation Announces Sale of Non-Core GOM Shelf Properties.” |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Stone Energy Corporation has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| STONE ENERGY CORPORATION | ||||||
| Date: June 30, 2014 | By: | /s/ Lisa S. Jaubert | ||||
| Lisa S. Jaubert Senior Vice President, General Counsel & Secretary | ||||||
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Press release dated June 30, 2014, “Stone Energy Corporation Announces Sale of Non-Core GOM Shelf Properties.” | |
Exhibit 99.1
STONE ENERGY CORPORATION
Announces Sale of Non-Core GOM Shelf Properties
LAFAYETTE, LA. June 30, 2014
Stone Energy Corporation (NYSE: SGY) today announced a definitive agreement to sell its non-core Gulf of Mexico (GOM) conventional shelf properties to Talos Energy Offshore LLC for $200 million in cash and assumed future undiscounted abandonment liabilities estimated at approximately $117 million. These properties represented production volumes of approximately 57 MMcfe per day for the first quarter of 2014 (58% natural gas). The estimated proved reserves associated with these properties represented approximately 9% of Stone’s year end 2013 estimated proved reserves. Stone will retain an option for a 50% working interest in the deep drilling rights on the properties.
Chairman, President and Chief Executive Officer David H. Welch stated, “The sale of our non-core GOM shelf properties will allow us to further focus our efforts on GOM deep water, gulf coast deep gas and Appalachian projects, which we have targeted for our growth. We also retained the right to drill deep gas prospects on the divested properties. Our remaining conventional GOM shelf properties will consist of two core operated fields currently producing approximately 6,000 boe per day (86% oil), which will allow us to better focus our human capital and financial capital. Together with the sale of our two onshore south Louisiana properties in late 2013 and first quarter 2014, we have sold approximately $300 million in non-core GOM shelf properties with over $140 million in future undiscounted abandonment liabilities.”
The effective date will be April 1, 2014, and the transaction is expected to close by early August 2014, subject to customary closing conditions and adjustments. After the closing of this transaction, Stone will be providing updated 2014 guidance, which will adjust for the proposed divestiture. Scotia Waterous acted as the financial advisor to Stone on this transaction.
Stone Energy is an independent oil and natural gas exploration and production company headquartered in Lafayette, Louisiana with additional offices in New Orleans, Houston, Texas and Morgantown, West Virginia. Stone is engaged in the acquisition, exploration and development of properties in the Deep Water Gulf of Mexico, Appalachia and the onshore and offshore Gulf Coast. For additional information, contact Kenneth H. Beer, Chief Financial Officer, at 337-521-2210 phone, 337-521-9880 fax or via e-mail at CFO@StoneEnergy.com.
Certain statements in this press release are forward-looking and are based upon Stone’s current belief as to the outcome and timing of future events. All statements, other than statements of historical facts, that address activities that Stone plans, expects, believes, projects, estimates or anticipates will, should or may occur in the future, including the timing and closing of the transaction, future production of oil and gas, future capital expenditures and drilling of wells and future financial or operating results are forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements herein include the timing and extent of changes in commodity prices for oil and gas, operating risks and other risk factors as described in Stone’s Annual Report on Form 10-K as filed with the Securities and Exchange Commission. Should one or more of these risks or uncertainties occur, or should underlying assumptions prove incorrect, Stone’s actual results and plans could differ materially from those expressed in the forward-looking statements.