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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K/A
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
JANUARY 20, 2005
Date of Report (Date of earliest event reported)
ENERGY PARTNERS, LTD.
(Exact name of registrant as specified in its charter)
DELAWARE 001-16179 72-1409562
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
201 ST. CHARLES AVENUE, SUITE 3400
NEW ORLEANS, LOUISIANA 70170
(Address of principal executive offices)
(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))
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ITEM 2.01. COMPLETION OF ACQUISITION OR DISPOSITION OF ASSETS.
As previously reported, on January 20, 2005, Energy Partners, Ltd. (the
"Company") and its wholly-owned subsidiary EPL of Louisiana L.L.C. closed its
acquisition of oil and natural gas properties in south Louisiana (the "Acquired
Properties") from Castex Energy 1995, L.P. and Castex Energy, Inc. for an
adjusted purchase price of approximately $146.0 million in cash.
On January 26, 2005, the Company filed a current report on Form 8-K disclosing
the completion of the acquisition, but pursuant to Item 9.01(a)(4) and Item
9.01(b)(2) of Form 8-K, omitted the financial statements of the business
acquired and the pro forma financial information as it was permitted to do
because audited financial statements of the Acquired Properties were not
available at the time of the acquisition.
This Amendment No. 1 to the current report on Form 8-K filed January 26, 2005 is
being filed to include these previously omitted financial statements.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(a) FINANCIAL STATEMENTS OF THE BUSINESS ACQUIRED.
The audited Statement of Revenues and Direct Operating Expenses of the Acquired
Properties for the year ended December 31, 2004 and the report of KPMG LLP,
independent registered public accountants, relating to such financial statement
are attached hereto as Exhibit 99.2.
(b) PRO FORMA FINANCIAL INFORMATION.
The unaudited pro forma condensed consolidated financial information for the
year ended December 31, 2004 with respect to the operating data and December 31,
2004 with respect to the balance sheet data, is attached as Exhibit 99.3. The
unaudited pro forma condensed consolidated statement of operations has been
prepared assuming that the acquisition of the Acquired Properties had occurred
on January 1, 2004. This information is not necessarily indicative of the
results that actually would have been attained if the acquisition had occurred
on January 1, 2004 or that may be attained in the future. Such information
should be read in conjunction with the historical financial statements of the
Company.
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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2.1* Purchase and Sale Agreement, dated as of December 16, 2004,
between Castex Energy 1995, L.P., Castex Energy, Inc., the
Company and EPL of Louisiana, L.L.C. (incorporated by
reference to Exhibit 10.1 to the Company's Current Report on
Form 8-K dated December 16, 2004). Exhibits listed in the
Agreement will be provided to the Commission upon request.
99.1* Press release, dated January 20, 2005.
99.2 Audited financial statements of the Acquired Properties for
the year ended December 31, 2004.
99.3 Unaudited pro forma condensed consolidated balance sheet as of
December 31, 2004 and unaudited pro forma condensed
consolidated statements of operations for the year ended
December 31, 2004.
* Previously filed
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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: April 7, 2005
ENERGY PARTNERS, LTD.
By: /s/ David R. Looney
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David R. Looney
Executive Vice President and Chief
Financial Officer
(Authorized Officer and Principal
Financial Officer)
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