EPL OIL & GAS, INC.

The waiver was extended to 15 April and widened to cover missed interest on the parent's 6.875% 2024 and 11% 2020 notes as well as EPL's own - by now the whole Energy XXI group was skipping bond payments. This is the last substantive disclosure in EPL's record.

debt default or forbearance

EPL missed the 15 February interest payment on its 8.25% 2018 notes. Its bank lenders waived the resulting default only until 14 March, barred any new borrowing and required loan proceeds to sit in accounts they controlled. The company was in default on its bonds and being kept alive two weeks at a time.

debt default or forbearance

EPL said its accounts from June 2014 through March 2015 could no longer be relied on: its hedging paperwork did not meet the documentation standard for hedge accounting, so derivative gains and losses parked in reserves should have run through profit all along. An accounting failure, not a cash one, but it cost the company credibility at the worst possible moment.

financial restatement

EPL signed a $325 million second-lien promissory note to its parent at 10% interest, funded by the parent's $1.45 billion issue of 11% secured notes, and used it to repay its share of the group revolver. The group was refinancing bank debt with far more expensive secured debt - the classic last stage before a restructuring.

debt financing

Immediately after the merger EPL bought South Pass 49 interests from a sister Energy XXI company for about $230 million, repaid and cancelled its own $475 million credit facility and joined the parent's first-lien loan. The same filing disclosed that the group had breached its leverage covenant at 30 June - 3.6 times against a 3.5 limit - and needed a lender waiver. The first crack in the acquirer.

asset acquisition disposition

EPL OIL & GAS, INC. terminated the registration of a class of securities, ending its reporting obligation for them.

listing compliance notice

EPL OIL & GAS, INC.'s exchange filed to remove a class of its securities from listing.

listing compliance notice

The merger completed on 3 June 2014 and EPL became an indirect wholly-owned subsidiary of Energy XXI, its shares delisted and its board and officers replaced. Holders received about 65% cash and 35% Energy XXI shares - the end of EPL as an independent company, sixteen months before its new parent's own debts began to unravel.

business combination

EPL agreed to be bought by Energy XXI: shareholders could elect $39.00 cash, 1.669 Energy XXI shares, or a mix, prorated so the total was 65% cash and 35% shares. The board also adopted a bylaw forcing shareholder lawsuits into Delaware. Five years after leaving bankruptcy with 5% of its own equity, the surviving stock was being cashed out at $39.

business combination

The Nexen purchase closed on schedule at $70.4 million, adding the Eugene Island 258/259 leases to EPL's oil-weighted shelf position.

asset acquisition disposition

EPL agreed to buy Nexen's Eugene Island 258/259 field for $70.4 million - five leases at full working interest producing about 900 barrels a day, 95% oil, with about $27 million of well-abandonment liability coming with them.

material agreement

EPL completed the $550 million Hilcorp acquisition, funded by the new notes and bank borrowings, and at the same time expanded its secured facility from $250 million to a maximum of $750 million with maturity out to 2016. The company was now roughly three times the size it left bankruptcy at - and carried the debt to match.

asset acquisition disposition

EPL agreed to sell a further $300 million of 8.25% senior notes due 2018, netting about $288 million, to fund the Hilcorp acquisition.

material agreement

Now renamed EPL Oil & Gas, the company agreed to buy Hilcorp's Gulf of Mexico shelf subsidiary for $550 million - about 10,000 barrels a day and 36.3 million barrels of proved reserves, mostly ex-Chevron fields next to its own. By far its largest deal since the failed Stone bid, and more than twice the Anglo-Suisse purchase.

material agreement

Energy Partners bought W&T Offshore's 40% of the South Timbalier 41 field for $32.4 million, becoming sole owner of a field it already operated and adding about 960 barrels a day.

asset acquisition disposition

The Main Pass purchase closed at $38.4 million rather than $80 million, because an Apache subsidiary that already held a working interest exercised pre-emption rights over part of the package. The company got about half the assets it had agreed to buy.

asset acquisition disposition

Energy Partners agreed to pay $80 million for extra interests in the Main Pass complex it had bought into nine months earlier - from Stone Energy Offshore, a subsidiary of the same Stone Energy it had spent $52 million failing to acquire in 2006.

material agreement

The $210 million of 8.25% notes were issued and the Anglo-Suisse acquisition closed the same day for $200.7 million, the bond proceeds funding the purchase almost exactly. The rebuilt company now had a bond maturity in 2018 and a materially larger oil-weighted asset base.

asset acquisition disposition

To pay for the Anglo-Suisse assets the company agreed to sell $210 million of 8.25% senior notes due 2018, raising about $202 million - re-entering the unsecured bond market less than eighteen months after its previous notes were wiped out in bankruptcy, and at a far lower coupon than the 20% it paid on exit.

material agreement

Energy Partners agreed to buy shallow-water Gulf of Mexico producing assets from Anglo-Suisse Offshore Partners for $201.5 million cash - about 3,000 barrels a day, 92% oil, and roughly 8 million barrels of proved reserves next to its existing South Timbalier and East Bay fields. Its first real expansion since the bankruptcy.

material agreement

Energy Partners redeemed the whole $61.1 million of 20% pay-in-kind notes held by Carlson Capital, Wexford and other exit lenders less than a year after issuing them, and at the same time replaced KPMG with PricewaterhouseCoopers as auditor. The most expensive piece of the bankruptcy financing was gone.

auditor change

The GE Capital exit facility was reset with a $70 million borrowing base and a fresh $25 million term loan, conditional on redeeming the 20% pay-in-kind notes issued at emergence - the first step in getting out from under the punitive rate the company had accepted nine months earlier.

director officer appointment

Gary Hanna took over as chief executive on the day the company left bankruptcy, on a three-year contract paying at least $400,000 plus a bonus paid in shares, replacing Richard Bachmann, chairman and chief executive throughout the company's independent life up to that point.

director officer appointment

Energy Partners emerged from Chapter 11 on 21 September 2009, issuing 38 million new shares to noteholders and 2 million to existing shareholders. The old 8.75%, 9.75% and floating-rate notes and every existing equity plan were cancelled; new money came from a GE Capital exit facility and $61.1 million of 20% pay-in-kind second-lien notes taken by Carlson Capital, Wexford and others. The company survived intact; its shareholders kept a twentieth of it.

bankruptcy or receivership

the New York Stock Exchange certified EPL OIL & GAS, INC.'s securities for listing, clearing them to begin trading.

listing compliance notice

The court confirmed the reorganisation plan on 3 August 2009: noteholders take 95% of the new equity in exchange for their claims and existing shareholders are left with 5%, with management options able to take up to a further 3%. Emergence still depended on lining up an exit facility.

bankruptcy or receivership

Energy Partners and its US subsidiaries filed for Chapter 11 in Houston on 1 May 2009, having failed to repay the borrowing-base shortfall. It went in with a plan support agreement already signed by its noteholders and a settlement term sheet with the offshore regulator, so the outcome was largely pre-negotiated.

bankruptcy or receivership

EPL OIL & GAS, INC.'s exchange filed to remove a class of its securities from listing.

listing compliance notice

The banks extended the $38 million deadline again to 1 May and agreed not to act on the defaults already in place or expected - late audited accounts, broken financial ratios, and the cross-default from a missed interest payment on the notes. A holding pattern, not a fix.

debt default or forbearance

A cut to its borrowing base left Energy Partners owing its banks a $38 million shortfall it plainly could not pay; the lenders granted a short extension to 14 April while a forbearance was negotiated, and the company stated openly it might have to file for bankruptcy protection.

debt default or forbearance

The offshore regulator issued a non-compliance notice after Energy Partners failed to post $16.7 million of supplemental bonds securing its well plugging and platform removal obligations, and threatened to shut in its South Pass 27 and 28 facilities within three weeks. The first public sign the company could no longer meet its cash calls.

debt default or forbearance

Under pressure from activist holder Carlson Capital, which owned about 9.4%, the board appointed three of its nominees - James Latimer, Bryant Patton and Steven Pully - as directors in exchange for Carlson supporting the company's slate. Carlson would still be there in 2009, this time as one of the lenders financing the company out of bankruptcy.

director officer appointment

The Castex sale closed for about $72 million, used to pay down the revolver. The reserves sold were only about a third of the divestment package the company had been marketing; it was still shopping the rest of its non-core offshore assets with no assurance of price.

material agreement

Energy Partners agreed to sell substantially all its onshore south Louisiana assets to Castex Energy 2007 for $71.7 million cash - selling back to the Castex group the kind of onshore position it had bought from them for $146 million in early 2005 - and separately approved new long-term incentive awards for management.

director officer appointment

Energy Partners drew $70 million on its new facility to pay for the shares bought back in its self-tender, completing the leveraged buyback and leaving the company smaller in equity and much larger in debt.

debt financing

The recapitalisation closed: $300 million of 9.75% senior notes due 2014 and $150 million of floating-rate notes were issued, alongside a new Bank of America secured credit agreement. This roughly $450 million of unsecured debt is what the company could not carry two years later.

debt financing

Bank of America committed to finance a recapitalisation: a $300 million secured revolver plus at least $450 million of new notes or bridge loans, to buy back up to $200 million of shares and refinance both the bank facility and the 8.75% 2010 notes. Having failed to buy Stone, the company chose to lever up and shrink its own equity instead.

material agreement

Energy Partners and Stone Energy tore up their merger agreement and released each other from all claims, with Energy Partners paying Stone $8 million to walk away and writing off $44.5 million of deal costs - including the $43.5 million it had already paid Plains Exploration to break Stone's earlier merger. Roughly $52 million was spent for nothing.

business combination

the New York Stock Exchange certified EPL OIL & GAS, INC.'s securities for listing, clearing them to begin trading.

listing compliance notice

The board adopted a shareholder rights plan - a poison pill penalising anyone who buys 10% without its approval - aimed squarely at ATS Inc.'s pending tender offer for the company, while carving out the Stone merger it was still trying to complete.

security holder rights change

With the Stone deal under strain, Energy Partners went to the Delaware Chancery Court to have its own rights under the merger agreement confirmed - the first public sign the acquisition was in trouble.

business combination

Energy Partners signed a merger agreement to buy Stone Energy at $51.00 a share in cash or shares, with the cash portion capped at about $723 million and the share exchange collared between 2.066 and 2.525 of its own shares - a transformational deal that would roughly double the company.

business combination

Stone Energy's board judged Energy Partners' cash-and-shares offer superior to Stone's existing agreed merger with Plains Exploration & Production, putting the much smaller Energy Partners in front to buy it.

business combination

The bank facility was enlarged from $200 million to $300 million, with an initial $225 million borrowing base, room to reach $400 million and maturity pushed out to 2011 - firepower assembled days before the company launched a takeover bid far larger than itself.

material agreement

Energy Partners closed its first large acquisition, paying about $146 million cash for south Louisiana oil and gas properties from the Castex group, funded in part by drawing $60 million on its bank revolver - the start of a habit of buying producing assets with borrowed money.

asset acquisition disposition