Endeavour Obtains Final Stock and Claims Order for Trading Requirements
HOUSTON, Nov. 8, 2014 -- Endeavour International Corporation (OTC:
ENDRQ) (LSE: ENDV) announced today that on November 6, 2014, it and certain of
its subsidiaries, including Endeavour Operating Corporation (collectively, the
"Debtors"), obtained a final order (the "Order") from the United States
Bankruptcy Court for the District of Delaware (the "Bankruptcy Court"),
effective as of October 10, 2014, (i) restricting certain transfers of interest
in Endeavour common stock and preferred stock and, depending on the Debtors'
proposed chapter 11 plan when filed, certain transfers of claims against the
Debtors, and (ii) imposing certain notification requirements with respect to
substantial owners of Endeavour stock (by class) and substantial owners of
claims against the Debtors (namely, Endeavour's 12% First Priority Notes, its
12% Second Priority Notes, and any unsecured claims against the Debtors). The
Bankruptcy Court had previously entered an order on an interim basis. The Order
is intended to prevent certain transfers of stock of Endeavour and certain
transfers of claims against the Debtors that could impair the ability of one or
more of the Debtors' estates to use, to the extent otherwise available, their
net operating loss carryovers and certain other tax attributes during
bankruptcy and on a reorganized basis.
Any acquisition, disposition, or other transfer of equity or claims on or after
October 10, 2014, in violation of the restrictions set forth in the interim
order shall be null and void ab initio or otherwise subject to sanctions as an
act in violation of the automatic stay under sections 105(a) and 362 of the
United States Bankruptcy Code.
The Order applies to "Substantial Equityholders," being persons who are, or as
a result of a transaction would become, the beneficial owner of approximately
4.75% or more of the outstanding shares of any class of common or preferred
stock of Endeavour. It also applies to holders of a substantial amount of
claims, being persons who are, or as a result of a transaction become, the
beneficial owner of Endeavour's 12% First Priority Notes, 12% Second Priority
Notes, and/or unsecured claims against the Debtors in excess of an amount of
such claims which, taking into account any other interests for which the holder
may receive stock in the reorganized Debtors, could result in such holder
holding the "Applicable Percentage," generally 4.5% or more, of the stock of
the reorganized Debtors, by vote or value. The precise amount of claims will be
disclosed in connection with the Debtors' filing of their proposed chapter 11
plan and disclosure statement in the event the Debtors reasonably anticipate
taking advantage of certain tax provisions relating to a debtor's ability to
utilize loss carryovers and certain other tax attributes on a reorganized
basis. A copy of the notice of the Order, which includes complete definitions,
the provisions potentially applicable to holders of a substantial amount of
claims, and the applicable notification requirements and restrictions, is
available on the website of the Debtors' claims agent: www.kccllc.net/endeavour.
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: For further information: Endeavour - Investor Relations, Darcey
Matthews, +1-713-307-8711