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
Date of
Report (Date of earliest event reported)
March 18,
2010 (March 12, 2010)
St.
Mary Land & Exploration Company
(Exact
name of registrant as specified in its charter)
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Delaware
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001-31539
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41-0518430
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(State
or other jurisdiction
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(Commission
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(I.R.S.
Employer
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of
incorporation)
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File
Number)
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Identification
No.)
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1775
Sherman Street, Suite 1200, Denver, Colorado 80203
(Address
of principal executive
offices) (Zip
Code)
Registrant’s
telephone number, including area code: (303) 861-8140
Former
address: 1776 Lincoln Street, Suite 700, Denver, Colorado 80203
(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.):
[_]
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
2.01 Completion
of Acquisition or Disposition of Assets.
On March
12, 2010, St. Mary Land & Exploration Company (the “Company” or
“St. Mary”) closed the previously announced divestiture of certain non-core
oil and gas properties located in North Dakota to Sequel Energy Partners, LP,
Bakken Energy Partners, LLC, and Three Forks Energy Partners, LLC
(“Sequel”). The cash received by the Company, before commission
costs, at closing was $120.0 million, which reflected customary closing
adjustments to account for activity between the effective date and the closing
date. St. Mary intends to use the proceeds to pay down outstanding
bank borrowings. The divestiture to Sequel was consummated pursuant
to a Purchase and Sale Agreement dated January 7, 2010, which was
previously reported in a Current Report on Form 8-K filed by the Company on
January 8, 2010. The Purchase and Sale Agreement was filed as Exhibit
2.6 to the Company’s Annual Report on Form 10-K filed on February 24, 2010, and
is incorporated herein by reference.
The
divestiture to Sequel completed the second half of the previously announced
Rockies Oil Divestiture Package. St. Mary divested of certain
non-core oil and gas properties located in Wyoming to Legacy Reserves Operating
LP (“Legacy”) on February 18, 2010, for $118.7 million in cash, which reflected
customary closing adjustments. The divestiture to Legacy was
consummated pursuant to a Purchase and Sale Agreement dated December
17, 2009, which was previously reported in a Current Report on Form 8-K
filed by the Company on December 23, 2009. The Legacy Purchase and
Sale Agreement was filed as Exhibit 2.5 to the Company’s Annual Report on Form
10-K filed on February 24, 2010, and is incorporated herein by
reference. The Company issued a press release dated February 18,
2010, announcing the completion of the divestiture to Legacy.
Item
7.01 Regulation
FD Disclosure.
In
accordance with General Instruction B.2. of Form 8-K, the following information,
including Exhibits 99.1 & 99.2, shall not be deemed filed for purposes of
Section 18 of the Securities Exchange Act of 1934, nor shall such information
and Exhibits be deemed incorporated by reference in any filing under the
Securities Act of 1933, except as shall be expressly set forth by specific
reference in such a filing.
On March
15, 2010, St. Mary announced that the Company's President and Chief Executive
Officer, Tony Best, will present at Howard Weil’s 38th
Annual Energy Conference at 3:30 pm Central time on Monday, March 22, 2010, at
the Sheraton New Orleans Hotel, located at 500 Canal Street, New Orleans,
LA.
On March
15, 2010, St. Mary also announced that Mr. Best will present at the IPAA Oil
& Gas Investment Symposium at 11:45 am Eastern time on Tuesday, April 13,
2010, at the Sheraton New York Hotel and Towers, located at 811 7th
Avenue, New York, NY. A copy of the conferences press release is
furnished as Exhibit 99.1 to this report. In addition, a copy of the
Company’s press release dated March 18, 2010, announcing the completion of the
divestiture to Sequel discussed under Item 2.01 above and the credit facility
borrowing base redetermination discussed under Item 8.01 below is furnished as
Exhibit 99.2 to this report.
Item
8.01 Other
Events.
On March, 18, 2010, the bank group
for St. Mary’s existing credit facility voted to maintain the borrowing base at
$900 million during the regularly scheduled redetermination
process. All other terms of the credit facility have remained
unchanged and are discussed in the Company’s Annual Report on Form 10-K for the
year ended December 31, 2009.
Item
9.01 Financial
Statements and Exhibits.
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(d)
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Exhibits.
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The
following exhibits are furnished as part of this
report:
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Exhibit
99.1
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Press
release of St. Mary Land & Exploration Company dated March 15, 2010,
entitled St. Mary to Present at Upcoming Investor
Conferences
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Exhibit
99.2
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Press
release of St. Mary Land & Exploration Company dated March 18, 2010,
entitled St. Mary Announces Closing of Non-Core North Dakota Asset
Divestiture and Credit Facility Borrowing Base
Redetermination
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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.
ST. MARY LAND & EXPLORATION
COMPANY
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Date:
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March
18, 2010
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By:
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/s/ C. MARK BRANNUM
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C.
Mark Brannum
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Senior
Legal Counsel & Secretary
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