December 19, 2014 6:58 PM ET

Oil, Gas and Consumable Fuels

Company Overview of Forest Oil Corporation, Prior to Reverse Merger with Sabine Oil & Gas LLC

Company Overview

As of December 16, 2014, Forest Oil Corporation was acquired by Sabine Oil & Gas LLC, in a reverse merger transaction. Forest Oil Corporation, an independent oil and gas company, is engaged in the acquisition, exploration, development, and production of oil, natural gas, and natural gas liquids primarily in North America. As of December 31, 2013, it primarily had interest in 162,000 net acres in the Ark-La-Tex in East Texas, Louisiana, and Arkansas; 24,500 net acres in the Eagle Ford located in Gonzales County in South Texas; and 63,500 net acres in the Permian Basin in West Texas. It also had approximately 625 billion cubic feet equivalent of total estimated proved oil and gas reserves in t...

707–17th Street

Suite 3600

Denver, CO 80202

United States

Founded in 1916

363 Employees

Phone:

303-812-1400

Key Executives for Forest Oil Corporation, Prior to Reverse Merger with Sabine Oil & Gas LLC

Forest Oil Corporation, Prior to Reverse Merger with Sabine Oil & Gas LLC does not have any Key Executives recorded.

Forest Oil Corporation, Prior to Reverse Merger with Sabine Oil & Gas LLC Key Developments

NYSE Determines To Commence Proceedings To Delist Common Stock Of Forest Oil Corporation

The New York Stock Exchange (NYSE) announced that the staff of NYSE Regulation, Inc. (NYSE Regulation) has determined to commence proceedings to delist the common stock of Forest Oil Corporation from the NYSE. Trading in the company’s common stock will be suspended immediately. NYSE Regulation has determined that the company is no longer suitable for listing. Pursuant to NYSE Listed Company Manual (LCM) Section 703.08 (E), the NYSE is prohibited from listing the additional shares issued pursuant to the company’s merger agreement (transaction) with privately owned Sabine Oil & Gas LLC that was completed on December 16, 2014. The aforementioned transaction was viewed to be a back door listing as defined in the NYSE LCM Section 703.08 (E), whereby an unlisted company proposed to combine with, or into, a listed company under circumstances which, in the opinion of the NYSE, constituted an acquisition of a listed company by an unlisted company. As of the close of the transaction on December 16, 2014, the resultant company did not meet original listing standards pursuant to Section 102.01 of the LCM, as would be required in the case of a back door listing. In addition, the company had previously fallen below the NYSE’s continued listing standard in Section 802.01C of the LCM requiring listed companies to maintain an average closing price per share of not less than $1.00 over a consecutive 30 trading day period. The company has a right to a review of this determination by a Committee of the Board of Directors of NYSE Regulation. The NYSE will apply to the Securities and Exchange Commission to delist the common stock upon completion of all applicable procedures, including any appeal by the company of the NYSE Regulation staff’s decision.

Forest Oil Receives Continued Listing Standards Notice From The NYSE

Forest Oil Corporation reported that the New York Stock Exchange ("NYSE") notified the Company on November 5, 2014 that it has not met the NYSE's continued listing standard that requires a minimum average closing price of $1.00 per share over 30 consecutive trading days. Under NYSE rules, Forest has six months following receipt of the notification to regain compliance with the minimum share price requirement. The Company can regain compliance at any time during the six-month cure period if the Company's common stock has a closing share price of at least $1.00 on the last trading day of any calendar month during the period and also has an average closing share price of at least $1.00 over the 30-trading day period ending on the last trading day of that month or on the last day of the cure period. The NYSE notification does not affect Forest's business operations or its Securities and Exchange Commission reporting requirements, and does not conflict with any of the company's credit agreements or debt and other obligations. The notice has no immediate impact on the listing of the Company's common stock, which will continue to trade on NYSE under the symbol "FST". Forest previously announced that it intends to undertake a reverse stock split following completion of its combination transaction with Sabine Oil & Gas LLC in order to increase the trading price of the Company's common shares. Forest intends to formally notify the NYSE promptly of its intent to take steps to cure the deficiency and to return to compliance with this continued listing standard.

Forest Oil Corporation Approves Amendment to the Certificate of Incorporation

Forest Oil Corporation approved an amendment to the certificate of incorporation to change the name of Forest to Sabine Oil & Gas Corporation at the special meeting of shareholders held on November 20, 2014.

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