UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q/A
(Amendment No. 1)
x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended: June 30, 2012
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 001-35432
ZAZA ENERGY CORPORATION
(Exact name of registrant as specified in its charter)
Delaware |
| 45-2986089 |
(State or other jurisdiction |
| (I.R.S. Employer |
ZaZa Energy Corporation
1301 McKinney St Suite 3000
Houston, Texas 77010
(Address of principal executive office)
Registrant’s telephone number, including area code: 713-595-1900
Indicate by check mark whether the Registrant (i) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the Registrant was required to file such reports), and (ii) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No o
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See definition of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (check one):
Large accelerated filer o |
| Accelerated filer o |
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Non-accelerated filer x |
| Smaller Reporting company o |
(Do not check if a smaller reporting company) |
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
As of August 31, 2012, there were 101,719,953 shares of common stock, par value $0.01 per share, outstanding.
Explanatory Note
The sole purpose of this Amendment No. 1 to ZaZa Energy Corporation’s Quarterly Report on Form 10-Q for the period ended June 30, 2012, filed with the Securities and Exchange Commission dated September 13, 2012 (the “Form 10-Q”), is to furnish Exhibit 101 to the Form 10-Q in accordance with Rule 405(a)(2) of Regulation S-T. Exhibit 101 consists of the interactive data files that were not included with the Form 10-Q, as allowed by the 30-day grace period for the first quarterly period in which detailed footnote tagging is required.
This Amendment No. 1 does not otherwise change or update the disclosures set forth in the Form 10-Q as originally filed and does not otherwise reflect events occurring after the original filing of the Form 10-Q.
Pursuant to Rule 406T of Regulation S-T, the interactive data files contained in Exhibit 101 are not deemed filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under these sections.
Exhibit |
| Description |
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10.1* |
| Form of Deed of Trust, dated April 10, 2012, between ZaZa Energy, LLC and U.S. Bank National Association. |
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10.2* |
| Amendment, dated June 8, 2012, to Exploration and Development Agreement Eagleford Shale Area dated April 28, 2010, as amended, between ZaZa Energy Corporation and Hess Corporation. |
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10.3* |
| Amendment and Waiver, dated June 8, 2012, to the Securities Purchase Agreement, dated February 21, 2012, among ZaZa Energy Corporation and the purchasers party thereto. |
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10.4* |
| Amended and Restated Subordination Agreement, dated June 8, 2012, among ZaZa Energy Corporation, the purchasers party to the Securities Purchase Agreement dated February 21, 2012, Todd A. Brooks, John E. Hearn, Jr., Gaston L. Kearby, Omega Energy, LLC, Blackstone Oil & Gas, LLC, and Lara Energy, Inc. |
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10.5* |
| Texas Division of Assets Agreement, dated July 25, 2012, among ZaZa Energy Corporation, ZaZa Energy, LLC, and Hess Corporation. |
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10.6* |
| Paris Basin Purchase and Sale Agreement, dated July 25, 2012, among ZaZa Energy France S.A.S. (f/k/a Toreador Energy France S.A.S.) and Hess Oil France S.A.S. |
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10.7* |
| Waiver and Amendment No. 2, dated July 25, 2012, to the Securities Purchase Agreement, dated February 21, 2012, among ZaZa Energy Corporation and the purchasers party thereto. |
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10.8* |
| Separation Agreement and General Release, dated July 30, 2012, between ZaZa Energy Corporation and Craig M. McKenzie. |
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10.9* |
| Form of Reimbursement Agreement, dated September 11, 2012, between ZaZa Energy Corporation and each of Blackstone Oil & Gas, LLC, Omega Energy Corp., and Lara Energy, Inc. |
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10.10* |
| Side Letter dated September 11, 2012 regarding the Subordinated Notes with holders thereof. |
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10.11 |
| Form of Indemnity Agreement (previously filed as Exhibit 10.22 to ZaZa Corporation’s Annual Report on Form 10-K for the year ended December 31, 2011). |
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10.12* |
| Form of Employment dated September 11, 2012 Agreement between ZaZa Energy Corporation and Todd A. Brooks. |
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10.13* |
| Form of Employment dated September 11, 2012 Agreement between ZaZa Energy Corporation and Ian H. Fay. |
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10.14* |
| Form of Employment dated September 11, 2012 Agreement between ZaZa Energy Corporation and John E. Hearn, Jr.. |
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31.1* |
| Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
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31.2* |
| Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
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32.1* |
| Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
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101** |
| The following financial information from ZaZa Energy Corporation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012, formatted in XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations, (iii) Consolidated Statement of Changes in Stockholders’ Equity, (iv) Consolidated Statements of Cash Flows and (v) Notes Consolidated Financial Statements. |
* Previously filed or furnished as exhibits to Form 10-Q filed on September 13, 2012.
** As provided in Rule 406T of Regulation S-T, this information is furnished and not filed for purposes of Sections 11 and 12 of the Securities Act of 1933 and Section 18 of the Securities Exchange Act of 1934.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Form 10-Q/A report to be signed on its behalf by the undersigned thereunto duly authorized.
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| ZAZA ENERGY CORPORATION |
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September 18, 2012 |
| /s/ Todd A. Brooks |
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| Todd A. Brooks |
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| President and Chief Executive Officer |
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September 18, 2012 |
| /s/ Ian H. Fay |
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| Ian H. Fay |
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| Chief Financial Officer |
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September 18, 2012 |
| /s/ Jennifer A. Frisch |
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| Jennifer A. Frisch |
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| Chief Accounting Officer |
