UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-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): December 1, 2017
Cobalt International Energy, Inc.
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 001-34579 | | 27-0821169 |
(State or other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| |
Cobalt Center 920 Memorial City Way, Suite 100 Houston, Texas | | 77024 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (713)579-9100
N/A
(Former name or former address if changed since last report.)
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule12b-2 of the Securities Exchange Act of 1934(§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Cobalt International Energy, Inc. (the “Company”) has elected not to make the interest payment of approximately $8.1 million due on December 1, 2017 with respect to its outstanding 2.625% Convertible Senior Notes due 2019 (the “2019 Notes”). The indenture governing the 2019 Notes permits the Company a30-day grace period to make the interest payment. If the Company fails to make the interest payment within the grace period an event of default will result, and the trustee or noteholders holding at least 25% in the aggregate outstanding principal amount of 2019 Notes may elect to accelerate the 2019 Notes causing them to be immediately due and payable. In addition, an event of default under the indenture governing the 2019 Notes would trigger an event of default under all of the Company’s other outstanding indebtedness.
SIGNATURE
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.
Date: December 1, 2017
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| Cobalt International Energy, Inc. |
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| By: | | /s/ Jeffrey A. Starzec |
| Name: | | Jeffrey A. Starzec |
| Title: | | Executive Vice President and General Counsel |
