-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Fh/Ox6ypeq/tVPzz0hCUHsLJijXVmaXP7gYzDV4y3WOSboFFr4TCidk+nSBNNtR3 Vx1tBuT2hQO7RSnSVoIdSQ== 0000950129-09-000818.txt : 20090309 0000950129-09-000818.hdr.sgml : 20090309 20090309151138 ACCESSION NUMBER: 0000950129-09-000818 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090303 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090309 DATE AS OF CHANGE: 20090309 FILER: COMPANY DATA: COMPANY CONFORMED NAME: STONE ENERGY CORP CENTRAL INDEX KEY: 0000904080 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 721235413 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12074 FILM NUMBER: 09665923 BUSINESS ADDRESS: STREET 1: 625 E KALISTE SALOOM RD CITY: LAFAYETTE STATE: LA ZIP: 70508 BUSINESS PHONE: 3182370410 MAIL ADDRESS: STREET 1: 625 E KALISTLE SALOOM RD CITY: LAFAYETTE STATE: LA ZIP: 70508 8-K 1 h66068e8vk.htm FORM 8-K - CURRENT REPORT e8vk
 
 
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
March 3, 2009
Date of report (Date of earliest event reported)
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)
Registrant’s telephone number, including area code: (337) 237-0410
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:
o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e 4(c))
 
 

 


 

Item 7.01. Regulation FD Disclosure.
     On March 9, 2009, we issued a press release announcing the unwinding of the majority of our 2009 hedge positions and an operational update. 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 (“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 8.01. Other Events.
     On March 3, 2009, we unwound all of our crude oil hedges for the period from April 2009 through December 2009, resulting in proceeds of approximately $59 million. On March 6, 2009, we unwound two of our natural gas hedges for the period from April 2009 through December 2009, resulting in proceeds of approximately $54 million. We intend to use a substantial portion of the proceeds to build our cash position and reduce bank borrowings. In addition, we may use some of the proceeds to reduce outstanding public debt and/or repurchase Stone common shares. We also re-hedged a portion of our 2009 volumes and will continue to evaluate hedging opportunities.
     The following table provides our updated derivative position as of March 6, 2009:
                                                 
    Zero-Premium Collars
    Natural Gas   Oil
    Daily                   Daily        
    Volume   Floor   Ceiling   Volume   Floor   Ceiling
    (MMBtus/d)   Price   Price   (Bbls/d)   Price   Price
 
                                               
2009
    20,000     $ 8.00     $ 14.30                          
                                 
    Fixed-Price Swaps
    Natural Gas   Oil
    Daily           Daily    
    Volume   Swap   Volume   Swap
    (MMBtus/d)   Price   (Bbls/d)   Price
2009 (Oct-Dec)
                    3,000     $ 50.00  
2009 (Oct-Dec)
                    2,000       50.45  
2010
    20,000     $ 6.97       2,000       63.00  
2010
    20,000       6.50                  
2010
    10,000       6.50                  
Item 9.01. Financial Statements and Exhibits.
     (d) Exhibits
  99.1   Press release dated March 9, 2009, “Stone Energy Corporation Announces Unwinding of 2009 Hedge Positions Resulting in Proceeds of $113 Million and Provides Operational Update.”

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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: March 9, 2009  By:   /s/ J. Kent Pierret    
    J. Kent Pierret   
    Senior Vice President,
Chief Accounting Officer and Treasurer 
 

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EXHIBIT INDEX
     
Exhibit    
Number   Description
 
   
99.1
  Press release dated March 9, 2009, “Stone Energy Corporation Announces Unwinding of 2009 Hedge Positions Resulting in Proceeds of $113 Million and Provides Operational Update.”

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EX-99.1 2 h66068exv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
STONE ENERGY CORPORATION
Announces Unwinding of 2009 Hedge Positions Resulting in Proceeds of $113 Million and Provides Operational Update
LAFAYETTE, LA. March 9, 2009
     Stone Energy Corporation (NYSE: SGY) announced today that it unwound most of its 2009 crude oil and natural gas hedges. Proceeds from the terminated contracts, which had contract prices well in excess of current market levels, were approximately $113 million. Stone intends to use the substantial portion of the proceeds to build its cash position and reduce bank borrowings. In addition, Stone may use some of the proceeds to reduce outstanding public debt and/or repurchase Stone common shares. Stone also re-hedged a portion of its 2009 volumes and will continue to evaluate hedging opportunities.
     President and Chief Executive Officer David Welch stated, “The unwinding of most of our 2009 hedges provides Stone with additional financial flexibility. We are reviewing all of our investment opportunities, including the purchase of Stone common shares and Stone public debt which we believe are trading at very attractive prices. We will weigh these opportunities against holding cash and/or reducing our outstanding bank borrowings which currently stand at $425 million (and $46 million in letters of credit) under our $625 million borrowing base. We will also continue to explore additional financing alternatives which may provide even more near term financial flexibility.”
     “Operationally, we successfully drilled and completed our Apoc prospect at Ewing Banks 305 and expect this well on production before the end of the month. We are also finalizing arrangements to resume barging oil volumes at Mississippi Canyon 109 (Amberjack) at the end of this month. We have completed a workover and sidetrack at Vermilion 255, which should boost field production when pipeline repairs are completed next quarter. We are currently drilling a prospect at East Cameron 96 (Kingfisher), which is to be followed by the drilling of two prospects at Vermilion 96 (Cardinal and Bluejay). Drilling also continues on our non-operated deep water well at Garden Banks 293, which should be at total depth next quarter. Finally, in the first quarter we successfully drilled another three wells in our Marcellus shale play in Appalachia, which are now awaiting completion.”
     Chief Financial Officer Kenneth Beer stated, “The $113 million in cash raised from unwinding most of our 2009 hedge contracts, combined with our projected operational 2009 cash flow, still should allow Stone to execute on its $300 million capital program with projected excess cash available for debt reduction or stock repurchase. In addition, prior to the termination of the hedges, we had approximately $77 million in cash at March 1, 2009. Our bank borrowing redetermination remains on schedule to be completed in April and we believe our overall position has been bolstered by bringing forward the cash value of these hedges. As noted in our 2008 Form 10-K, we are in compliance with the two financial covenants of our bank credit agreement that require Stone to maintain a ratio of consolidated debt to consolidated EBITDA for the preceding four quarters of not greater than 3.25 to 1 and to maintain a ratio of EBITDA to consolidated net interest of not less than 3.0 to 1.0. As of December 31, 2008, our ratios were 1.39 to 1 and 249.0 to 1, respectively, and we are projecting to stay within these ratios during 2009. Finally, we meet all the criteria established by the Minerals Management Service to

 


 

maintain our waiver of a supplemental bond requirement and do not anticipate this changing for the foreseeable future.”
     Mr. Welch continued, “We are certainly aware of the significant decline in our stock and bond prices and do not believe they reflect the true value of Stone or Stone’s current financial and operational position. We believe Stone has a strong inventory of projects and prospects and are working hard to generate value for our shareholders.”
     The following table provides the updated derivative position for Stone as of March 6, 2009:
                                                 
    Zero-Premium Collars
    Natural Gas   Oil
    Daily                   Daily        
    Volume   Floor   Ceiling   Volume   Floor   Ceiling
    (MMBtus/d)   Price   Price   (Bbls/d)   Price   Price
 
                                               
2009
    20,000     $ 8.00     $ 14.30                          
                                 
    Fixed-Price Swaps
    Natural Gas   Oil
    Daily           Daily    
    Volume   Swap   Volume   Swap
    (MMBtus/d)   Price   (Bbls/d)   Price
2009 (Oct-Dec)
                    3,000     $ 50.00  
2009 (Oct-Dec)
                    2,000       50.45  
2010
    20,000     $ 6.97       2,000       63.00  
2010
    20,000       6.50                  
2010
    10,000       6.50                  
     Stone Energy is an independent oil and natural gas company headquartered in Lafayette, Louisiana, and is engaged in the acquisition, exploration, exploitation, development and operation of oil and gas properties located primarily in the Gulf of Mexico. Stone is also active in the Appalachia region. For additional information, contact Kenneth H. Beer, Chief Financial Officer, at 337-521-2210-phone, 337-237-0426-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 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, liquidity risks, and other risk factors and known trends and uncertainties as described in Stone’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission (“SEC”). 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.

 

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