On November 9, 2017, the Company entered into a confidentiality agreement (the “NDA”) and commenced discussions with legal and financial advisors (the “Advisors”) for certain holders (the “Holders”) of the Company’s 1.5 Lien Senior Secured Notes and 1.75 Lien Term Loans regarding the possibility of a potential financing, recapitalization, material asset or equity sale, reorganization and/or restructuring transaction or series of such transactions or alternative transactions for the Company. Subsequent to the dates of the execution of the confidentiality agreement, the Advisors (i) conducted due diligence on the Company and (ii) engaged in discussions with the Company and its advisors. Pursuant to the NDA, a public disclosure of all material non-public information provided to the Holders is required as of the date that the Company commences a case under Chapter 11 of the Bankruptcy Code.

Following entry into the NDA, the Company and the Holders engaged in discussions regarding potential restructuring transactions, including potential sales of certain assets of the Company. On several occasions in late 2017, the Advisors provided the Holders with certain presentation materials regarding the Company’s assets, historical and projected business plans and other background information (the “Presentation Materials”), which are attached as Exhibit 99.2 hereto. The Presentation Materials included certain projections and forecasts of the Company. The descriptions in this Form 8-K of the Presentation Materials do not purport to be complete and are qualified in their entirety by reference to the complete text of the Presentation Materials attached as Exhibit 99.2 hereto.

In addition, on January 16, 2018, the Company distributed certain non-public information with respect to its assets (the “Asset Summary”) to potential interested parties in connection with a marketing process for a sale of certain of the Company’s assets, which materials are attached as Exhibit 99.3. The descriptions in this Form 8-K of the Asset Summary do not purport to be complete and are qualified in their entirety by reference to the complete text of the Asset Summary attached hereto as Exhibit 99.3.

The information in the Presentation Materials and the Asset Summary is dependent upon assumptions with respect to commodity prices, production, development capital, exploration capital, operating expenses, availability and cost of capital and performance as set forth in the Presentation Materials and the Asset Summary. Any financial projections or forecasts included in the Presentation Materials and the Asset Summary were not prepared with a view toward public disclosure or compliance with the published guidelines of the Securities and Exchange Commission or the guidelines established by the American Institute of Certified Public Accountants regarding projections or forecasts. The projections do not purport to present the Company’s financial condition in accordance with accounting principles generally accepted in the United States. The Company’s independent accountants have not examined, compiled or otherwise applied procedures to the projections and, accordingly, do not express an opinion or any other form of assurance with respect to the projections. The inclusion of the projections herein should not be regarded as an indication that the Company or its representatives consider the projections to be a reliable prediction of future events, and the projections should not be relied upon as such. Neither the Company nor any of its representatives has made or makes any representation to any person regarding the ultimate outcome of the Company’s proposed restructuring compared to the projections, and none of them undertakes any obligation to publicly update the projections to reflect circumstances existing after the date when the projections were made or to reflect the occurrence of future events, even in the event that any or all of the assumptions underlying the projections are shown to be in error.

The information included in this Form 8-K under Item 7.01 and 99.2 and 99.3 attached hereto is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities of that Section, unless the registrant specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Exchange Act or the Securities Act of 1933, as amended.