Energy Partners Ltd - Current report filing (8-K)
05 Agosto 2008 - 2:50PM
Edgar (US Regulatory)
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
August
5, 2008
Date of Report (Date of earliest event reported)
ENERGY
PARTNERS, LTD.
(Exact
name of registrant as specified in its charter)
Delaware
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001-16179
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72-1409562
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.)
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201 St. Charles Avenue, Suite 3400
New Orleans, Louisiana 70170
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(Address
of principal executive offices)
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(504) 569-1875
(Registrant’s telephone number, including
area code)
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):
⃞
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
2.02. Results of Operations and Financial Condition.
On August 5, 2008, Energy Partners, Ltd. (the “Company”) issued a press
release with respect to its 2008 second quarter earnings. The press
release is furnished as Exhibit 99.1 to this current report and
incorporated by reference herein. The press release contains certain
measures (discussed below), which may be deemed "non-GAAP financial
measures" as defined in Item 10 of Regulation S-K of the Securities
Exchange Act of 1934, as amended.
The information furnished pursuant to this Item 2.02, including Exhibit
99.1, shall not be deemed to be "filed" for the purposes of Section 18
of the Securities Exchange Act of 1934, as amended, and will not be
incorporated by reference into any registration statement filed under
the Securities Act of 1933, as amended, unless specifically identified
therein as being incorporated therein by reference.
Management discloses discretionary cash flow and adjusted non-GAAP net
income (loss). These non-GAAP financial measures and reconciliations to
the most comparable GAAP financial measures for the quarter ended June
30, 2008 are included in Exhibit 99.1 to this current report, furnished
to the Securities and Exchange Commission.
Discretionary cash flow is defined as cash flow from operations before
changes in working capital and exploration expenditures. Discretionary
cash flow is widely accepted as a financial indicator of an oil and
natural gas company's ability to generate cash, which is used to
internally fund exploration and development activities, pay dividends
and service debt. Discretionary cash flow is presented based on
management's belief that this non-GAAP measure is useful information to
investors because it is widely used by professional research analysts in
the valuation, comparison, rating and investment recommendations of
companies within the oil and natural gas exploration and production
industry. The Company does not use this non-GAAP measure for any other
purpose. Many investors use the published research of these analysts in
making their investment decisions. Discretionary cash flow is not a
measure of financial performance under GAAP and should not be considered
as an alternative to cash flows from operating activities, as defined by
GAAP, or as a measure of liquidity, or an alternative to net income.
Investors should be cautioned that discretionary cash flow as reported
by us may not be comparable in all instances to discretionary cash flow
as reported by other companies.
The Company reconciles net income (loss) as reported to an adjusted
non-GAAP amount. This non-GAAP amount is defined as net income (loss)
before the impact of unrealized gains and losses due to the change in
fair market value of derivative contracts. This non-GAAP measure is
provided as supplemental information, and should not be relied upon as
an alternative measure to GAAP. The Company's management utilizes both
the GAAP and the non-GAAP results, to evaluate the Company's performance
and believes that comparative analysis of results can be enhanced by
excluding the impact of unrealized gains and losses on derivative
instruments. Management believes in certain cases the Company's GAAP
results are not indicative of the Company's operating performance for
the applicable period, nor should they be considered in developing trend
analyses for future periods. Specifically, the Company believes that it
is useful to provide investors with information regarding the impact of
the unrealized gains and losses due to the change in fair market value
of derivative contracts because the unrealized gains or losses relate to
derivative instruments that hedge the Company’s production in future
months. The gain or loss that is associated with derivative instruments
that hedge current production is recognized in net income and is not
eliminated in determining adjusted non-GAAP net income (loss). The
Company believes that this adjustment better matches derivative gains or
losses with the period when the underlying hedged production occurs.
EXHIBIT INDEX
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Exhibit No.
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Description
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99.1
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Press release, dated August 5, 2008 announcing earnings for the
quarter ended June 30, 2008.
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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.
Dated:
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August 5, 2008
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ENERGY PARTNERS, LTD.
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By:
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/s/ Joseph T. Leary
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Joseph T. Leary
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Executive Vice President and
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Chief Financial Officer
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(authorized officer and
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principal financial officer)
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