Amended Statement of Beneficial Ownership (sc 13d/a)
June 05 2014 - 06:00AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
|
|
|
|
Washington, D.C. 20549
|
|
_______________
|
|
|
|
SCHEDULE 13D/A
|
|
|
Under the Securities Exchange Act of 1934
|
(Amendment No. 10)
|
|
EPL
Oil & Gas, Inc.
|
(Name of Issuer)
|
|
Common Stock, par value $0.001 per share
|
(Title of Class of Securities)
|
|
29270U303
|
(CUSIP Number)
|
|
Steven J. Pully
|
Carlson Capital, L.P.
|
2100 McKinney Avenue, Suite 1800
|
Dallas, TX 75201
|
(214) 932-9600
|
|
with a copy to
|
David E. Rosewater
|
Schulte Roth & Zabel LLP
|
919 Third Avenue
|
New York, New York 10022
|
|
(Name, Address and Telephone Number of Person
|
Authorized to Receive Notices and Communications)
|
|
June 3, 2014
|
(Date of Event which Requires
|
Filing of this Schedule)
|
If the filing person has previously filed a statement on Schedule
13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f)
or 13d-1(g), check the following box. [ ]
NOTE:
Schedules filed in paper format shall include
a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are
to be sent.
(Page 1 of 13 Pages)
--------------------------
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing
information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall
not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or
otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however,
see the Notes).
CUSIP No. 29270U303
|
SCHEDULE 13D/A
|
Page
2
of 13 Pages
|
1
|
NAME OF REPORTING PERSON
Double Black Diamond Offshore Ltd.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
0
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
|
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item
5)
0.0%
|
14
|
TYPE OF REPORTING PERSON*
CO
|
|
|
|
|
|
CUSIP No. 29270U303
|
SCHEDULE 13D/A
|
Page
3
of 13 Pages
|
1
|
NAME OF REPORTING PERSON
Black Diamond Offshore Ltd.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
0
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
|
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item
5)
0.0%
|
14
|
TYPE OF REPORTING PERSON*
CO
|
|
|
|
|
|
CUSIP No. 29270U303
|
SCHEDULE 13D/A
|
Page
4
of 13 Pages
|
1
|
NAME OF REPORTING PERSON
Double Black Diamond Intermediate Ltd.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
0
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
|
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item
5)
0.0%
|
14
|
TYPE OF REPORTING PERSON*
CO
|
|
|
|
|
|
CUSIP No. 29270U303
|
SCHEDULE 13D/A
|
Page
5
of 13 Pages
|
1
|
NAME OF REPORTING PERSON
Double Black Diamond, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
0
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
|
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item
5)
0.0%
|
14
|
TYPE OF REPORTING PERSON*
PN
|
|
|
|
|
|
CUSIP No. 29270U303
|
SCHEDULE 13D/A
|
Page
6
of 13 Pages
|
1
|
NAME OF REPORTING PERSON
Carlson Capital, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
AF
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
0
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
|
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item
5)
0.0%
|
14
|
TYPE OF REPORTING PERSON*
PN
|
|
|
|
|
|
CUSIP No. 29270U303
|
SCHEDULE 13D/A
|
Page
7
of 13 Pages
|
1
|
NAME OF REPORTING PERSON
Asgard Investment Corp.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
AF
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
0
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
|
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item
5)
0.0%
|
14
|
TYPE OF REPORTING PERSON*
CO
|
|
|
|
|
|
CUSIP No. 29270U303
|
SCHEDULE 13D/A
|
Page
8
of 13 Pages
|
1
|
NAME OF REPORTING PERSON
Asgard Investment Corp. II
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
AF
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
0
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
|
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item
5)
0.0%
|
14
|
TYPE OF REPORTING PERSON*
CO
|
|
|
|
|
|
CUSIP No. 29270U303
|
SCHEDULE 13D/A
|
Page
9
of 13 Pages
|
1
|
NAME OF REPORTING PERSON
Clint D. Carlson
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
AF
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
0
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
|
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item
5)
0.0%
|
14
|
TYPE OF REPORTING PERSON*
IN
|
|
|
|
|
|
CUSIP No. 29270U303
|
SCHEDULE 13D/A
|
Page
10
of 13 Pages
|
1
|
NAME OF REPORTING PERSON
Steven J. Pully
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
|
(a)
¨
(b)
¨
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS*
OO
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDING IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
¨
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
|
7
|
SOLE VOTING POWER
0
|
8
|
SHARED VOTING POWER
0
|
9
|
SOLE DISPOSITIVE POWER
0
|
10
|
SHARED DISPOSITIVE POWER
0
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH PERSON
|
12
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
|
¨
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) (see Item
5)
%
|
14
|
TYPE OF REPORTING PERSON*
IN
|
|
|
|
|
|
CUSIP No. 29270U303
|
SCHEDULE 13D/A
|
Page
11
of 13 Pages
|
This
Amendment No. 10 ("Amendment No. 10") amends and supplements the statement on Schedule 13D filed with the
Securities and Exchange Commission (the "SEC") on December 3, 2007 (the "Original Schedule 13D"),
Amendment No. 1 to the Original Schedule 13D filed with the SEC on January 25, 2008 ("Amendment No. 1"), Amendment
No. 2 to the Original Schedule 13D filed with the SEC on March 4, 2008 ("Amendment No. 2"), Amendment No. 3 to the
Original Schedule 13D filed with the SEC on March 17, 2008 ("Amendment No. 3"), Amendment No. 4 to the Original
Schedule 13D filed with the SEC on April 3, 2008 ("Amendment No. 4"), Amendment No. 5 to the Original Schedule 13D
filed with the SEC on March 9, 2009 ("Amendment No. 5"), Amendment No. 6 to the Original Schedule 13D filed with
the SEC on September 25, 2009 ("Amendment No. 6"), Amendment No. 7 to the Original Schedule 13D filed with the SEC
on July 2, 2012 ("Amendment No. 7"), Amendment No. 8 to the Original Schedule 13D filed with the SEC on March 14,
2013 ("Amendment No. 8") and Amendment No. 9 to the Original Schedule 13D filed with the SEC on May 9, 2013
("Amendment No. 9" and together with the Original Schedule 13D, Amendment No. 1, Amendment No. 2, Amendment No. 3,
Amendment No. 4, Amendment No. 5, Amendment No. 6, Amendment No. 7, Amendment No. 8 and this Amendment No. 10, the
"Schedule 13D") with respect to the shares of common stock, par value $0.001 per share (the "Common
Stock"), of EPL Oil & Gas, Inc. (the "Issuer"). Capitalized terms used herein and not otherwise
defined in this Amendment No. 10 have the meanings set forth in the Schedule 13D. This Amendment No. 10 amends
Items 4 and 5 as set forth below. Except as set forth herein, the Schedule 13D is unmodified. This Amendment No.
10 constitutes an “exit filing” with respect to the Reporting Persons.
|
Item 4.
|
Purpose of Transaction.
|
Item 4 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
|
|
As
discussed in the Current Report on Form 8-K filed by the Issuer with the SEC on June 3, 2014, the Issuer and Energy XXI
(Bermuda) Limited ("Energy XXI") entered into a definitive merger agreement on March 12, 2014, pursuant to which
all of the Issuer's outstanding Common Stock was converted into either cash or shares of common stock of Energy XXI on June
3, 2014. Accordingly, the Reporting Persons no longer hold the shares of Common Stock previously reported in the
Schedule 13D.
|
Item 5.
|
Interest in Securities of the Issuer.
|
Paragraphs (a), (b), (c) and (e) of Item 5 of the Schedule 13D are hereby amended and restated as follows:
|
|
(a) – (b) As of June 3, 2014, the Reporting Persons beneficially owned 0 shares of Common
|
Stock, constituting approximately 0.0% of the shares of Common Stock outstanding.
|
CUSIP No. 29270U303
|
SCHEDULE 13D/A
|
Page
12
of 13 Pages
|
SIGNATURES
After reasonable inquiry and to the best of
my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Dated: June 4, 2014
|
|
BLACK DIAMOND OFFSHORE LTD.
|
|
|
By:
|
Carlson Capital, L.P.,
|
|
|
|
its investment manager
|
|
|
|
|
|
|
By:
|
Asgard Investment Corp. II,
|
|
|
|
its general partner
|
|
|
|
By:
|
/s/ Clint D. Carlson
|
|
|
|
Name:
|
Clint D. Carlson
|
|
|
|
Title:
|
President
|
|
|
|
|
|
DOUBLE BLACK DIAMOND OFFSHORE LTD.
|
|
|
By:
|
Carlson Capital, L.P.,
|
|
|
|
its investment manager
|
|
|
|
|
|
|
By:
|
Asgard Investment Corp. II,
|
|
|
|
its general partner
|
|
|
|
By:
|
/s/ Clint D. Carlson
|
|
|
|
Name:
|
Clint D. Carlson
|
|
|
|
Title:
|
President
|
|
|
DOUBLE BLACK DIAMOND INTERMEDIATE LTD.
|
|
|
By:
|
Asgard Investment Corp. II,
|
|
|
|
its general partner
|
|
|
|
By:
|
/s/ Clint D. Carlson
|
|
|
|
Name:
|
Clint D. Carlson
|
|
|
|
Title:
|
President
|
CUSIP No. 29270U303
|
SCHEDULE 13D/A
|
Page
13
of 13 Pages
|
|
|
DOUBLE BLACK DIAMOND, L.P.
|
|
|
By:
|
Carlson Capital, L.P.,
|
|
|
|
its investment manager
|
|
|
|
|
|
By:
|
Asgard Investment Corp. II,
|
|
|
|
its general partner
|
|
|
|
By:
|
/s/ Clint D. Carlson
|
|
|
|
Name:
|
Clint D. Carlson
|
|
|
|
Title:
|
President
|
|
|
By:
|
Asgard Investment Corp. II,
|
|
|
|
its general partner
|
|
|
|
By:
|
/s/ Clint D. Carlson
|
|
|
|
Name:
|
Clint D. Carlson
|
|
|
|
Title:
|
President
|
|
|
|
By:
|
/s/ Clint D. Carlson
|
|
|
|
Name:
|
Clint D. Carlson
|
|
|
|
Title:
|
President
|
|
|
ASGARD INVESTMENT CORP. II
|
|
|
|
|
|
|
|
|
By:
|
/s/ Clint D. Carlson
|
|
|
|
Name:
|
Clint D. Carlson
|
|
|
|
Title:
|
President
|
|
|
/s/ Clint D. Carlson
|
|
|
Clint D. Carlson
|
|
|
|
|
|
|
|
|
/s/ Steven J. Pully
|
|
|
Steven J. Pully
|
Energy Partners (NYSE:EPL)
Historical Stock Chart
From Feb 2024 to Mar 2024
Energy Partners (NYSE:EPL)
Historical Stock Chart
From Mar 2023 to Mar 2024