8-K 01/19/2007
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) January 19,
2007
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Blast
Energy Services, Inc.
(Exact
name of registrant as specified in its charter)
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California
(State
or Other Jurisdiction of Incorporation)
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333-64122
(Commission
File Number)
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22-3755993
(I.R.S.
Employer Identification No.)
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14550
Torrey Chase Boulevard, Suite 330 Houston, Texas
(Address
of Principal Executive Offices)
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77014-1022
(Zip
Code)
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(281) 453-2888
(Registrant’s
Telephone Number, Including Area Code)
N/A
(Former
Name or Former Address, 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 (see
General
Instruction A.2. below):
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
250.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act
(17 CFR 250.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act
(17 CFR 250.13e-4(c))
Item
1.03 Bankruptcy or Receivership
On
Friday, January 19, 2007, Blast Energy Services, Inc. and its wholly owned
subsidiary, Eagle Domestic Drilling Operations LLC (collectively, the
“Debtors”), filed voluntary petitions with the United States Bankruptcy Court
for the Southern District of Texas - Houston Division (the “Court”) under
Chapter 11 of Title 11 of the United States Code in order that they may dispose
of burdensome and uneconomical assets and reorganize their financial obligations
and capital structure (Case Nos. 07-30424-H4-11 and 07-30426-H4-11,
respectively). This action will also stay any existing lawsuits filed against
the Debtors, regardless of jurisdiction. The Debtors will continue to operate
their business as “debtors-in possession” under the jurisdiction of the Court
and in accordance with the applicable provisions of the Bankruptcy Code and
orders of the Court.
As
previously disclosed on Form 8-K’s filed on January 5th
and
8th,
2007,
the Debtors used assumptions in the August 2006 acquisition of the land rig
drilling business that included high revenue and full utilization rate
expectations based upon the five two-year term drilling contracts in place
at
the time. The subsequent cancellation of these contracts by Hallwood Energy
Petroleum and Quicksilver Resources in the fall of 2006 has reduced the Debtor’s
revenue expectations and consequently its ability to meet the scheduled payments
on the senior debt incurred for the acquisition of the land drilling business.
This cancellation was in violation of the terms of their drilling contracts
and
the Debtors have filed suit for breach of contract.
Subsequently,
the Debtors have received written notice from their senior lender of various
events of default under the loan agreements and related agreements with the
senior lender. Further discussions with the senior lender resulted in the mutual
decision that the company should file for protection under the applicable
bankruptcy law. In part, these discussions also resulted in a consensual
stipulation that will enable the Debtors to continue to use cash collateral
during the course of the Chapter 11 case, subject to certain reservations and
provisions for adequate protection.
Additionally,
the Debtors have reached an agreement with the senior lender on the terms of
an
asset purchase agreement intended to offset the full amount of the $40.6 million
senior note, accrued interest and default penalties. Under the terms of this
agreement, only the five land drilling rigs and associated spare parts will
be
sold. The potential benefit of the customer litigation, the satellite
communication business and the abrasive fluid jetting technology will remain
with the Debtor Blast. The asset purchase agreement and plan of reorganization
are subject to the approval of the Court.
Item
8.01 Other Items
In
addition to the litigation previously disclosed under “Note 10 - Litigation” of
the Quarterly Report on Form 10-QSB filed on November 17, 2006, the Debtors
are
involved with two additional lawsuits. Second Bridge LLC has filed suit in
Cleveland County, Oklahoma claiming breach of contract under a consulting
agreement signed on August 25, 2006 and claiming damages of $4.8 million.
Secondarily, Chrisman Ready Mix has filed a complaint in Franklin County,
Arkansas claiming they are owed approximately $126,000 for drilling rig
transportation expenses incurred on behalf of the Debtors. The Debtors intend
to
vigorously defend themselves in these proceedings, which now fall under the
jurisdiction of the Bankruptcy Court.
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.
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BLAST
ENERGY SERVICES, INC.
(Registrant)
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Dated:
January 19, 2007
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By:
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/s/
David M. Adams
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David
M. Adams
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Chief
Operating Officer
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Dated:
January 19, 2007
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By:
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/s/
John O’Keefe
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John
O’Keefe
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Chief
Financial Officer
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