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Endeavour Obtains Final Stock and Claims Order

10th Nov 2014 07:00

ENDEAVOUR INTERNATIONAL CORP - Endeavour Obtains Final Stock and Claims Order

ENDEAVOUR INTERNATIONAL CORP - Endeavour Obtains Final Stock and Claims Order

PR Newswire

London, November 8

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 ofits subsidiaries, including Endeavour Operating Corporation (collectively, the"Debtors"), obtained a final order (the "Order") from the United StatesBankruptcy Court for the District of Delaware (the "Bankruptcy Court"),effective as of October 10, 2014, (i) restricting certain transfers of interestin Endeavour common stock and preferred stock and, depending on the Debtors'proposed chapter 11 plan when filed, certain transfers of claims against theDebtors, and (ii) imposing certain notification requirements with respect tosubstantial owners of Endeavour stock (by class) and substantial owners ofclaims against the Debtors (namely, Endeavour's 12% First Priority Notes, its12% Second Priority Notes, and any unsecured claims against the Debtors). TheBankruptcy Court had previously entered an order on an interim basis. The Orderis intended to prevent certain transfers of stock of Endeavour and certaintransfers of claims against the Debtors that could impair the ability of one ormore of the Debtors' estates to use, to the extent otherwise available, theirnet operating loss carryovers and certain other tax attributes duringbankruptcy and on a reorganized basis. Any acquisition, disposition, or other transfer of equity or claims on or afterOctober 10, 2014, in violation of the restrictions set forth in the interimorder shall be null and void ab initio or otherwise subject to sanctions as anact in violation of the automatic stay under sections 105(a) and 362 of theUnited States Bankruptcy Code. The Order applies to "Substantial Equityholders," being persons who are, or asa result of a transaction would become, the beneficial owner of approximately4.75% or more of the outstanding shares of any class of common or preferredstock of Endeavour. It also applies to holders of a substantial amount ofclaims, being persons who are, or as a result of a transaction become, thebeneficial owner of Endeavour's 12% First Priority Notes, 12% Second PriorityNotes, and/or unsecured claims against the Debtors in excess of an amount ofsuch claims which, taking into account any other interests for which the holdermay receive stock in the reorganized Debtors, could result in such holderholding the "Applicable Percentage," generally 4.5% or more, of the stock ofthe reorganized Debtors, by vote or value. The precise amount of claims will bedisclosed in connection with the Debtors' filing of their proposed chapter 11plan and disclosure statement in the event the Debtors reasonably anticipatetaking advantage of certain tax provisions relating to a debtor's ability toutilize loss carryovers and certain other tax attributes on a reorganizedbasis. A copy of the notice of the Order, which includes complete definitions,the provisions potentially applicable to holders of a substantial amount ofclaims, and the applicable notification requirements and restrictions, isavailable 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 andproduction company focused on the acquisition, exploration and development ofoil and natural gas in the North Sea and the United States. For moreinformation, visit www.endeavourcorp.com. Forward-looking Statements This press release contains certain "forward-looking statements," as such termis defined in Section 21E of the Securities Exchange Act of 1934, as amended,relating to future events and the financial performance of Endeavour. Suchstatements are only predictions and involve risks and uncertainties, resultingin the possibility that actual events or performance will differ materiallyfrom such predictions as a result of certain risk factors. As such, readers arecautioned not to place undue reliance on forward-looking statements, whichspeak only to management's plans, assumptions and expectations as of the datehereof. Please refer to Endeavour's Annual Report on Form 10-K for year endedDecember 31, 2013, filed with the SEC on March 17, 2014, Form 10-K/A filed onMarch 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, DarceyMatthews, +1-713-307-8711

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