ZAZA -
Current Report Filing (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): September 25, 2013
ZAZA ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
001-35432
45-2986089
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
1301 McKinney Street, Suite 2850
Houston, Texas
77010
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (713) 595-1900
NOT APPLICABLE
(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):
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 1.01 Entry into a Material Definitive Agreement.
On September 25, 2013, ZaZa Energy Corporation (“ZaZa”) entered into a Second Amendment and First Restatement of Joint Exploration and Development Agreement (the “Amended JEDA”) with EOG Resources, Inc. (our “counterparty”), for the joint development of certain of our Eaglebine/Eagle Ford East properties located in Walker, Grimes, Madison, Trinity, and Montgomery Counties, Texas. Under this agreement, we and our counterparty are continuing to jointly develop acreage that the two companies own in these counties, which commenced with the parties’ original Joint Exploration and Development Agreement effective on March 1, 2013.
The joint development under the Amended JEDA is divided into three phases, the first of which has already been substantially completed under the terms of the original Joint Exploration and Development Agreement.
PHASE II ACCELERATION
Our counterparty has elected to commence Phase II of the Amended JEDA, and we will assign at closing to our counterparty 20,000 net acres for (i) cash consideration of $17 million and (ii) $3 million of interests in producing wells of our counterparty. During Phase II, our counterparty will drill two horizontal wells and one vertical well in the parties’ Area of Mutual Interest (as defined in the Amended JEDA) and provide a miscellaneous work and land carry of up to $1.25 million. Our counterparty may, however, elect to drill one or more vertical wells in order to achieve carry parity value of drilling horizontal wells. To complete its former obligation in respect of the third well under Phase I of the Amended JEDA, our counterparty will pay for an additional $1.5 million of ZaZa’s costs for one or more additional vertical wells and provide a further $1.5 million cash payment to ZaZa.
PHASE III ACCELERATION
Under the Amended JEDA, ZaZa has agreed to an assignment at closing of a minimum of 6,000 acres from the former Phase III acreage, for which ZaZa will receive an equivalent value of production, or a minimum of approximately $9 million from interests in producing wells of our counterparty. In addition, our counterparty has the option, until January 31, 2014, to acquire additional former Phase III acreage at a fixed price per net acre.
EXCHANGE OF LEASES AND WELLS
Our counterparty has acquired approximately 19,000 additional net acres and related wells in the parties’ Area of Mutual Interest, and will assign to ZaZa 25 percent of its applicable interests in these leases and wells at closing. In consideration for ZaZa’s participation in our counterparty’s leases and producing wells, we will assign to our counterparty at closing approximately 13,875 additional net acres and have agreed to pay approximately $2 million of cash.
2
Item 7.01. Regulation FD Disclosure
On September 30, 2013, the Company issued a press release announcing its entry into the Amended JEDA. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this Section 7.01 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing.
Item 9.01 Financial Statements and Exhibits
Exhibit No.
Description
99.1
Press Release dated September 30, 2013
3
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 hereunto duly authorized.
ZAZA ENERGY CORPORATION
Date: September 30, 2013
By:
/s/ TODD A. BROOKS
Name:
Todd A. Brooks
Title:
President and Chief Executive Officer
4
EXHIBIT INDEX
Exhibit No.
Description
99.1
Press Release dated September 30, 2013
5
Current Report Filing (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): September 25, 2013
ZAZA ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
001-35432
45-2986089
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
1301 McKinney Street, Suite 2850
Houston, Texas
77010
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (713) 595-1900
NOT APPLICABLE
(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):
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 1.01 Entry into a Material Definitive Agreement.
On September 25, 2013, ZaZa Energy Corporation (“ZaZa”) entered into a Second Amendment and First Restatement of Joint Exploration and Development Agreement (the “Amended JEDA”) with EOG Resources, Inc. (our “counterparty”), for the joint development of certain of our Eaglebine/Eagle Ford East properties located in Walker, Grimes, Madison, Trinity, and Montgomery Counties, Texas. Under this agreement, we and our counterparty are continuing to jointly develop acreage that the two companies own in these counties, which commenced with the parties’ original Joint Exploration and Development Agreement effective on March 1, 2013.
The joint development under the Amended JEDA is divided into three phases, the first of which has already been substantially completed under the terms of the original Joint Exploration and Development Agreement.
PHASE II ACCELERATION
Our counterparty has elected to commence Phase II of the Amended JEDA, and we will assign at closing to our counterparty 20,000 net acres for (i) cash consideration of $17 million and (ii) $3 million of interests in producing wells of our counterparty. During Phase II, our counterparty will drill two horizontal wells and one vertical well in the parties’ Area of Mutual Interest (as defined in the Amended JEDA) and provide a miscellaneous work and land carry of up to $1.25 million. Our counterparty may, however, elect to drill one or more vertical wells in order to achieve carry parity value of drilling horizontal wells. To complete its former obligation in respect of the third well under Phase I of the Amended JEDA, our counterparty will pay for an additional $1.5 million of ZaZa’s costs for one or more additional vertical wells and provide a further $1.5 million cash payment to ZaZa.
PHASE III ACCELERATION
Under the Amended JEDA, ZaZa has agreed to an assignment at closing of a minimum of 6,000 acres from the former Phase III acreage, for which ZaZa will receive an equivalent value of production, or a minimum of approximately $9 million from interests in producing wells of our counterparty. In addition, our counterparty has the option, until January 31, 2014, to acquire additional former Phase III acreage at a fixed price per net acre.
EXCHANGE OF LEASES AND WELLS
Our counterparty has acquired approximately 19,000 additional net acres and related wells in the parties’ Area of Mutual Interest, and will assign to ZaZa 25 percent of its applicable interests in these leases and wells at closing. In consideration for ZaZa’s participation in our counterparty’s leases and producing wells, we will assign to our counterparty at closing approximately 13,875 additional net acres and have agreed to pay approximately $2 million of cash.
2
Item 7.01. Regulation FD Disclosure
On September 30, 2013, the Company issued a press release announcing its entry into the Amended JEDA. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this Section 7.01 shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing.
Item 9.01 Financial Statements and Exhibits
Exhibit No.
Description
99.1
Press Release dated September 30, 2013
3
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 hereunto duly authorized.
ZAZA ENERGY CORPORATION
Date: September 30, 2013
By:
/s/ TODD A. BROOKS
Name:
Todd A. Brooks
Title:
President and Chief Executive Officer
4
EXHIBIT INDEX
Exhibit No.
Description
99.1
Press Release dated September 30, 2013
5
