Endeavour Executes Restructuring Support Agreement Pursuant to Chapter 11
Proceedings
-- Endeavour will Continue to Conduct Business in the Ordinary Course
HOUSTON, Oct. 13, 2014 -- Endeavour International Corporation
(NYSE: END) (LSE: ENDV) today announced that the Company has executed a
Restructuring Support Agreement ("RSA") with holders of more than two-thirds
(2/3) of its 12% First Priority Notes, 12% Second Priority Notes, 7.5%
Convertible Bonds and 5.5% / 6.5% Convertible Notes (collectively, the "Notes")
to restructure the Company's debt obligations. In connection therewith, the
Company and certain of its subsidiaries have each filed a voluntary petition
for relief under Chapter 11 of the Bankruptcy Code in the United States
Bankruptcy Court for the District of Delaware ("Chapter 11 Proceedings"). The
Company's U.K. subsidiaries and certain other affiliates have not sought
bankruptcy protection and will continue to operate outside of any
reorganization proceedings. Endeavour and its debtor affiliates will continue
to operate as "debtors in possession" in the Chapter 11 Proceedings.
Pursuant to the RSA, the Company's existing debt will be reduced by
approximately $568 million including the cancellation of all of the Company's
Notes and reduce its annual interest burden by 43%. As consideration for such
cancellation, the reorganized Company would issue (a) $262.5 million of new
9.75% notes to the holders of its 12% First Priority Notes, (b) an aggregate of
approximately $237.5 million of new 3.5% convertible preferred shares to
holders of its 12% First Priority Notes and 12% Second Priority Notes, and (c)
common shares to holders of its 12% Second Priority Notes, 7.5% Convertible
Bonds, 6.5% Convertible Notes and 5.5% Convertible Notes. All of the Company's
existing equity securities, including its shares of common stock and preferred
stock, will be cancelled, without receiving any distribution.
The $440 million senior secured term loan incurred by Endeavour Energy UK
Limited and certain other of the Company's foreign subsidiaries will not be
affected by the restructuring.
Endeavour expects its oil and gas operations to continue in the ordinary course
throughout the Chapter 11 Proceedings. The Company believes that the rights and
protections afforded it by a court-supervised reorganization process will
provide Endeavour with the time and flexibility it needs to address its
financial challenges, delever its balance sheet and position the Company for
the longer term.
The filing is principally the result of a series of events during a period of
time when the Company was heavily involved in the development of two large
assets in the U.K. North Sea. In Endeavour's circumstances, its two large North
Sea developments - Bacchus and Rochelle, were each over a year delayed in
coming to first production, which caused cost overruns from the original cost
projections. These delays also substantially impacted the cash flow and
operating margins the Company would have received had the projects come online
as scheduled. To maintain its ownership rights in these valuable assets,
Endeavour incurred additional debt at a high cost of capital. As of the filing,
the large capital commitment for most of the North Sea assets has been
completed and the assets are online.
"Today's RSA and the required Chapter 11 Proceedings is a step forward for the
Company to move expeditiously through the reorganization process," said William
L. Transier, chairman, chief executive officer and president. "It has been a
significant accomplishment by the Company and a very long process to get our
North Sea developments online. We continue to believe that these are quality
long lived assets that can generate substantial returns for the Company's
stakeholders. The RSA and ensuing reorganization process is important to the
preservation of these assets for our investors."
The Company is in process of filing various "first-day" motions seeking
customary relief from the U.S. Bankruptcy Court to facilitate its transition
into the Chapter 11 Proceedings.
About Endeavour International Corporation
Endeavour International Corporation is an oil and gas exploration and
production company focused on the acquisition, exploration and development of
oil and natural gas in the North Sea and the United States. For more
information, visit www.endeavourcorp.com .
Forward-looking Statements
This press release contains certain "forward-looking statements," as such term
is defined in Section 21E of the Securities Exchange Act of 1934, as amended,
relating to future events and the financial performance of Endeavour. Such
statements are only predictions and involve risks and uncertainties, resulting
in the possibility that actual events or performance will differ materially
from such predictions as a result of certain risk factors. As such, readers are
cautioned not to place undue reliance on forward-looking statements, which
speak only to management's plans, assumptions and expectations as of the date
hereof. Please refer to Endeavour's Annual Report on Form 10-K for year ended
December 31, 2013, filed with the SEC on March 17, 2014, Form 10-K/A filed on
March 21, 2014 and other filings for a discussion of material risk factors.
Endeavour disclaims any duty to update or alter any forward-looking statements,
except as required by applicable law.
CONTACT: Endeavour - Investor Relations, Darcey Matthews, +1-713-307-8711