From 8-K: Zaza Energy To Issue 787,530 Shares Under Settlement Pact, Settles Disagreement With Investor Regarding Warrants

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As previously disclosed, on July 21, 2014, ZaZa Energy Corporation (the “Company”) entered into a that certain Securities Purchase Agreement (the “Securities Purchase Agreement”) with Crede CG III, Ltd. (the “investor”). Pursuant to the Securities Purchase Agreement, on July 21, 2014, the Company sold warrants to the investor to purchase 361,493 shares of common stock at an exercise price of $11.2036 per share (as adjusted for a 10-for-1 reverse stock split effective August 19, 2014). The warrants contained a provision that allowed the investor to exchange the warrants for common stock on a cashless basis using a negotiated Black-Scholes formula. The Company believes that this formula is subject to a 100% cap, meaning that no more than 361,493 shares of common stock are issuable upon exchange. The investor believes that there is no such cap. On November 18, 2014, the Company and the investor entered into a settlement agreement (the “Settlement Agreement”) to resolve their disagreement regarding the number of shares issuable upon exchange of the warrants. Under the Settlement Agreement and in exchange for all of the warrants, the Company has agreed to immediately issue 787,530 shares of common stock to the investor. Also, at a future date, as determined by federal securities laws, the Company will issue an additional 212,470 shares of common stock. The Company and the investor have also agreed to release each other from all further obligations under the Securities Purchase Agreement and with respect to the warrants. The foregoing description of the Settlement Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of Settlement Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
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