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): October 29, 2009
South Texas Oil
Company
(Exact
name of Registrant as specified in its charter)
|
Nevada
(State
or other jurisdiction of
incorporation
or organization)
300
East Sonterra Boulevard
Suite
1220
San
Antonio,
Texas
(Address
of principal executive offices)
|
001-33777
Commission
File
Number
|
74-2949620
(I.R.S.
Employer
Identification
No.)
78258
(Zip
Code)
|
|
|
Registrant’s
telephone number, including area code: (210)
545-5994
|
|||
___________________________________________________
(Former
name, former address and former fiscal year, 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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item
1.03
|
Bankruptcy
or Receivership
|
On
October 29, 2009, South Texas Oil Company, a Nevada corporation (the “Company”),
and its wholly owned subsidiaries Southern Texas Oil Company, a Texas
corporation, STO Drilling Company, a Texas corporation STO Operating Company, a
Texas corporation and its wholly owned subsidiary STO Properties LLC, a Texas
limited liability company (collectively, the “Debtors”), filed voluntary
petitions for relief under chapter 11 of the United States Bankruptcy Code (the
“Bankruptcy Code”) in the United States Bankruptcy Court for the Western
District of Texas sitting in San Antonio, Texas (the “Bankruptcy Court”). The
Debtors are continuing to operate their business as debtors-in-possession under
the jurisdiction of the Bankruptcy Court and in accordance with the applicable
provisions of the Bankruptcy Code. Debtors anticipate filing a motion
for joint administration of their chapter 11 cases by the Bankruptcy
Court.
The
individual case numbers are as follows: STO Properties LLC Case No.
0-54228; STO Operating Company Case No. 0-54229; STO Drilling
Company Case No. 0-54230; Southern Texas Oil Company Case No. 0-54231; and
South Texas Oil Company Case No. 0-54233
The Company has filed an emergency
motion for interim orders authorizing (i) the Debtors’ use of cash
collateral under terms agreed to by the Debtors and pre-petition senior secured
lenders; (ii) granting security interests and superpriority claims and granting
adequate protection; and (iii) scheduling a final hearing on the
motion.
In
addition, the Company anticipates filing a motion with the Bankruptcy Court for
an interim order seeking approval of anticipated debtor-in-possession financing
pursuant to a summary of terms and conditions with a potential DIP lender (the
"DIP Term Sheet"). The DIP Term Sheet contemplates that lender will provide to
the Company debtor-in-possession financing (the "DIP Facility") composed of a
term loan facility in an aggregate principal amount of up to $1,500,000. The
anticipated commitment of the DIP lender to provide a DIP loan under the DIP
Facility is subject to a number of conditions, including entry by the Bankruptcy
Court of an interim order, including a priming lien position on all assets over
other lien claimants, and completion of loan documentation satisfactory in form
and substance to the DIP lenders. There can be no assurance that the Company
will be able to obtain financing on the terms proposed in the DIP Term Sheet or
at all.
As a
result of the Bankruptcy Filing, the Debtors are periodically required to file
various documents with, and provide certain information to, the Bankruptcy
Court, including statements of financial affairs, schedules of assets and
liabilities, monthly operating reports and other financial
information. Such materials will be prepared according to
requirements of federal bankruptcy law and may in some cases present information
on an unconsolidated basis. While they would accurately provide
then-current information required under federal bankruptcy law, such materials
will contain information that may be unconsolidated and will generally be
unaudited and prepared in a format different from that used in the Company's
consolidated financial statements filed under the securities
laws. Accordingly, the Company believes that the substance and format
of such materials do not allow meaningful comparison with its regular
publicly-disclosed consolidated financial statements. Moreover, the
materials filed with the Bankruptcy Court are not prepared for the purpose of
providing a basis for an investment decision relating to the Company's or other
Debtors' stock or debt or for comparison with other financial information filed
with the Securities and Exchange Commission.
Most of
the Debtors' filings with the Bankruptcy Court are available to the public at
the offices of the Clerk of the Bankruptcy Court or the Bankruptcy Court's web
site (http://www.txwb.uscourts.gov) or may be obtained through private document
retrieval services. The Company undertakes no obligation to make any
further public announcement with respect to the documents filed with the
Bankruptcy Court or any matters referred to therein.
As we
disclosed in our Form 8-K filed September 11, 2009, on that date, certain
creditors of STO Operating Company (“STO”), a wholly owned subsidiary of the
Company, filed an involuntary petition in the United States Bankruptcy Court,
Western District of Texas, sitting in Austin, Texas, pursuant to Chapter 7 of
Title 11 of the United States Code. STO was served with the
involuntary petition summons on September 30, 2009. The Company and STO retained
bankruptcy counsel to represent them in the involuntary bankruptcy proceeding
and in any other bankruptcy proceedings that the Company and its subsidiaries
may voluntarily commence. On October 20, 2009, STO filed its response
to the involuntary petition and moved for a transfer of venue from the United
States Bankruptcy Court, Western District of Texas, sitting in Austin, Texas, to
the United States Bankruptcy Court, Western District of Texas, sitting in San
Antonio, Texas, where the Company and its subsidiaries are located.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this Current Report on Form 8-K to be signed on its behalf by the
undersigned hereunto duly authorized.
| South Texas Oil Company | |||
|
Date:
October 29, 2009
|
By:
|
/s/ Michael J. Pawelek | |
| Michael J. Pawelek, Chief Executive Officer | |||