UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
Energy Partners, Ltd.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
29270U105
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(CUSIP Number)
December 31, 2004
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(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
/ / Rule 13d-1(b)
/ / Rule 13d-1(c)
/X/ Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 29270U105
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1. Names of Reporting Persons.
I.R.S. Identification Nos. of above persons (entities only).
Richard A. Bachmann
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2. Check the Appropriate Box if a Member of a Group
(See Instructions) (a) / /
(b) / /
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3. SEC Use Only
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4. Citizenship or Place of Organization
U.S.A.
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5. Sole Voting Power
2,787,270(1)
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Number of 6. Shared Voting Power
Shares
Beneficially N/A
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Owned by Each 7. Sole Dispositive Power
Reporting
Person With: 2,787,270(1)
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8. Shared Dispositive Power
N/A
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1 Includes 585,898 shares of Common Stock pledged to support obligations
under a Forward Purchase Agreement. Mr. Bachmann retains voting rights with
respect to these shares. The number of shares to be delivered in June 2007
pursuant to such agreement will be based on the market price of the
Company's Common Stock and will not exceed 585,898 shares. Mr. Bachmann has
the right to deliver cash instead of shares of Common Stock. Also includes
(i) 197,778 shares of Common Stock subject to options granted to Mr.
Bachmann under our Amended and Restated 2000 Long Term Stock Incentive
Plan, which may be exercised within 60 days from February 10, 2005, (ii)
1,053 shares of Common Stock beneficially owned by Mr. Bachmann and held in
trust by the Energy Partners, Ltd. 401(k) Plan and (iii) 500 shares
beneficially owned by Mr. Bachmann's wife.
Page 2 of 7
CUSIP No. 29270U105
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9. Aggregate Amount Beneficially Owned by Each Reporting Person
2,787,270(2)
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10. Check box if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)
/ /
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11. Percent of Class Represented by Amount in Row (9)
8.43%(2)
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12. Type of Reporting Person (See Instructions)
IN
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2 Includes 585,898 shares of Common Stock pledged to support obligations
under a Forward Purchase Agreement. Mr. Bachmann retains voting rights with
respect to these shares. The number of shares to be delivered in June 2007
pursuant to such agreement will be based on the market price of the
Company's Common Stock and will not exceed 585,898 shares. Mr. Bachmann has
the right to deliver cash instead of shares of Common Stock. Also includes
(i) 197,778 shares of Common Stock subject to options granted to Mr.
Bachmann under our Amended and Restated 2000 Long Term Stock Incentive
Plan, which may be exercised within 60 days from February 10, 2005, (ii)
1,053 shares of Common Stock beneficially owned by Mr. Bachmann and held in
trust by the Energy Partners, Ltd. 401(k) Plan and (iii) 500 shares
beneficially owned by Mr. Bachmann's wife.
Page 3 of 7
CUSIP No. 29270U105
Item 1(a). Name of Issuer:
Energy Partners, Ltd.
Item 1(b). Address of Issuer's Principal Executive Offices:
201 St. Charles Avenue, Suite 3400, New Orleans, Louisiana 70170
Item 2(a). Name of Person Filing:
Richard A. Bachmann
Item 2(b). Address of Principal Business Office or, if none, Residence:
201 St. Charles Avenue, Suite 3400, New Orleans, Louisiana 70170
Item 2(c). Citizenship:
U.S.A.
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
29270U105
Item 3. If this statement is filed pursuant to ss.ss.240.13d-1(b) or
240.13d-2(b) or (c), check whether the person filing is a:
(a) / / Broker dealer registered under Section 15 of the Act (15
U.S.C. 78o).
(b) / / Bank as defined in Section 3(a)(6) of the Act (15 U.S.C.
78c).
(c) / / Insurance company as defined in Section 3(a)(19) of the Act
(15 U.S.C. 78c).
(d) / / Investment company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) / / An investment adviser in accordance with
ss.240.13d-1(b)(1)(ii)(E).
(f) / / An employee benefit plan or endowment fund in accordance with
ss.240.13(d)-1(b)(1)(ii)(F).
(g) / / A parent holding company or control person in accordance with
ss.240.13d-1(b)(1)(ii)(G).
(h) / / A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813).
Page 4 of 7
CUSIP No. 29270U105
(i) / / A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act of 1940 (15 U.S.C. 80a-3).
(j) / / Group, in accordance with ss.240.13d-1(b)(1)(ii)(J).
Item 4. Ownership:
Provide the following information regarding the aggregate number and percentage
of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 2,787,270(3)
(b) Percent of class: 8.43%(3)
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: 2,787,270(3)
(ii) shared power to vote or to direct the vote: N/A
(iii) sole power to dispose or to direct the disposition of:
2,787,270(3)
(iv) shared power to dispose or to direct the disposition
of: N/A
Item 5. Ownership of Five Percent or Less of a Class:
N/A
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
N/A
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on by the Parent Holding Company:
N/A
Item 8. Identification and Classification of Members of the Group:
N/A
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3 Includes 585,898 shares of Common Stock pledged to support obligations
under a Forward Purchase Agreement. Mr. Bachmann retains voting rights with
respect to these shares. The number of shares to be delivered in June 2007
pursuant to such agreement will be based on the market price of the
Company's Common Stock and will not exceed 585,898 shares. Mr. Bachmann has
the right to deliver cash instead of shares of Common Stock. Also includes
(i) 197,778 shares of Common Stock subject to options granted to Mr.
Bachmann under our Amended and Restated 2000 Long Term Stock Incentive
Plan, which may be exercised within 60 days from February 10, 2005, (ii)
1,053 shares of Common Stock beneficially owned by Mr. Bachmann and held in
trust by the Energy Partners, Ltd. 401(k) Plan and (iii) 500 shares
beneficially owned by Mr. Bachmann's wife.
Page 5 of 7
CUSIP No. 29270U105
Item 9. Notice of Dissolution of Group:
N/A
Item 10. Certification:
N/A
Page 6 of 7
CUSIP No. 29270U105
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: February 10, 2005
By: /s/ Richard A. Bachmann
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Name: Richard A. Bachmann