form_8k.htm
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): November 6, 2008
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ENERGY
PARTNERS, LTD.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-16179
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72-1409562
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(State
or other jurisdiction of
incorporation
or organization)
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(Commission
file number)
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(I.R.S.
Employer
Identification
No.)
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201
St. Charles Avenue, Suite 3400
New
Orleans, Louisiana 70170
(Address
of principal executive offices) (Zip Code)
(504) 569-1875
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
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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:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Item
5.02. Departure of
Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
(c) On
November 6, 2008, Energy Partners, Ltd. (the “Company”) announced that Mr. David
P. Cedro, age 41, has been appointed as Vice President and
Controller.
Previously,
Mr. Cedro served as Corporate Controller for Bayou Steel, LLC from March 2008
until September 2008. From March 2003 to March 2008, Mr. Cedro
was employed by The Shaw Group Inc. ("Shaw"), as Vice President and Chief
Financial Officer of Shaw's Power Group (from March 2007 to August 2007),
as Vice President - Financial Reporting (from October 2004 to March 2007 and
from September 2007 to March 2008), and as Vice President and Controller -
Engineering, Construction & Maintenance Segment (from March 2003 to October
2004). Prior to his employment with Shaw, Mr. Cedro was employed by
Ernst & Young LLP in their New Orleans office from June 2002 to March 2003
and by Arthur Andersen LLP in their New Orleans office from June 1992 to June
2002.
There are
no family relationships between Mr. Cedro and any of our directors or
officers.
Pursuant
to an offer letter, the Company and Mr. Cedro agreed to the following, among
other things:
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·
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A
commencement of employment payment of
$35,000.
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·
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A
starting base salary of $212,500
annually.
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·
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A
guaranteed 2008 annual bonus of
$40,000.
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·
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An
award on the commencement date of his employment of 21,000 cash settled
restricted stock units that will vest in one-third increments on each of
the first three anniversaries of the date of
employment.
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Mr. Cedro
is eligible to participate in employee benefit plans offered by the
Company. Mr. Cedro also executed an indemnity agreement in the form
executed by other senior executives of the Company and became a participant in
the Company’s change of control severance plan (the “Plan”). The Plan
provides that if Mr. Cedro’s employment terminates within two years following a
change of control, as defined in the Plan, under certain circumstances he will
be eligible for two times the sum of (i) his annual rate of base salary for the
year of termination and (ii) his average annual bonus from the Company for the
three calendar years preceding the calendar year in which such termination of
employment occurs.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Dated:
November 6, 2008
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ENERGY
PARTNERS, LTD.
John
H. Peper
Executive
Vice President, General
Counsel
and Corporate Secretary
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