UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
May 3, 2006
Date of report (Date of earliest event reported)
STONE ENERGY CORPORATION
(Exact Name of Registrant as Specified in Charter)
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Delaware
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1-12074
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72-1235413 |
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(State or Other
Jurisdiction of
Incorporation)
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(Commission File
Number)
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(IRS Employer
Identification No.) |
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625 E. Kaliste Saloom Road
Lafayette, Louisiana
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70508 |
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(Address of Principal Executive Offices)
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(Zip Code) |
Registrants telephone number, including area code: (337) 237-0410
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e 4(c)) |
TABLE OF CONTENTS
Section 2 Financial Information
Item 2.02. Results of Operations and Financial Condition.
On May 3, 2006, we issued a press release with respect to our first quarter earnings for 2006.
The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated by reference herein. The press release contains a measure (discussed below) that may
be deemed a non-GAAP financial measure as defined in Item 10 of Regulation S-K under the Securities
Exchange Act of 1934 (the Exchange Act). The most directly comparable generally accepted
accounting principle (GAAP) financial measure and information reconciling the GAAP and non-GAAP
financial measure is also included in the press release.
In the press release, we refer to a non-GAAP financial measure we call discretionary cash
flow. Management believes this measure is a financial indicator of our companys ability to
internally fund capital expenditures and service debt. Management also believes this non-GAAP
financial measure of cash flow is useful information to investors because it is widely used by
professional research analysts in the valuation, comparison, rating and investment recommendations
of companies within the oil and gas exploration and production industry. Many investors use the
published research of these analysts in making their investment decisions. Discretionary cash flow
should not be considered an alternative to net cash provided by operating activities or net income,
as defined by GAAP.
In accordance with General Instruction B.2 of Form 8-K, the foregoing information, including
Exhibit 99.1, shall not be deemed filed for the purposes of Section 18 of the Exchange Act or
otherwise subject to the liabilities of that section, nor shall such information and Exhibit be
deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange
Act, except as shall be expressly set forth by specific reference in such a filing.
Section 7
Regulation FD
Item 7.01. Regulation FD Disclosure.
The information set forth under Item 2.02 of this Current Report on Form 8-K is hereby
incorporated in Item 7.01 by reference.
In accordance with General Instruction B.2 of Form 8-K, the information in this report,
including Exhibit 99.1, is being furnished pursuant to Items 2.02 and 7.01 and shall not be deemed
filed for the purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities
of that section, nor shall such information and Exhibit be deemed incorporated by reference in any
filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth
by specific reference in such a filing.
Section 9 Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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99.1 |
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Press release dated May 3, 2006, Stone Energy Corporation Announces
First Quarter 2006 Earnings. |
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