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) October 6, 1997
Seagull Energy Corporation
(Exact name of registrant as specified in its charter)
Texas 1-8094 74-1764876
(State or other jurisdiction of (Commission File (I.R.S. Employer
incorporation or organization) Number) Identification No.)
1001 Fannin, Suite 1700, Houston, Texas 77002-6714
(Address of principal executive offices) (Zip code)
(713) 951-4700
(Registrant's telephone number, including area code)
None (Former name, former address and former fiscal year, if changed since last
report)
SEAGULL ENERGY CORPORATION
Item 2. Acquisition or Disposition of Assets.
On October 6, 1997, Seagull Energy Corporation, a Texas corporation
("Seagull" or the "Company"), sold its Canadian oil and gas subsidiary, Seagull
Energy Canada Ltd. ("Seagull Canada"), to Rio Alto Exploration Ltd. ("Rio
Alto"). The economic effective date for the disposition is July 1, 1997 (the
"Effective Date").
Canadian Oil and Gas Operations
The Company's operations in Canada consist of oil and gas exploration and
production activities through interests in fields located in Alberta, Canada. As
of December 31, 1996, the Company's proved reserves in Canada totaled 42,682
thousand barrels of oil equivalents representing 17% of the Company's reserves.
Proceeds
Under the Share Sale Agreement, Seagull realized approximately U.S. $182
million of sales proceeds, subject to final purchase price adjustments, and
expects to realize an after-tax gain of approximately $13 million, or
approximately 21 cents per share, in the fourth quarter of 1997. The Company is
applying the sales proceeds to repay all of its U.S. and Canadian bank debt.
Pro forma financial information is incorporated herein by reference to
Exhibit 99.1 of Seagull's Current Report on Form 8-K filed on September 16,
1997. The pro forma financial information includes (i) unaudited pro forma
statements of operations for the six months ended June 30, 1997 and the year
ended December 31, 1996 as though the sale of Seagull Canada occurred on January
1, 1996 and (ii) an unaudited pro forma balance sheet as of June 30, 1997 as
though the sale of Seagull Canada occurred on June 30, 1997.
The descriptions of the share sale agreement pursuant to which Seagull sold
its Canadian oil and gas operations set forth above are qualified by reference
to the Share Sale Agreement which is incorporated herein by reference.
Forward Looking Statements
This document includes forward looking statements within the meaning of
Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Although Seagull believes that its
expectations are based upon reasonable assumptions, it can give no assurance
that its goals will be achieved. Important factors that could cause actual
results to differ materially from those in the forward looking statements
include the resolution of various litigation matters, political developments in
foreign countries, federal and state regulatory developments, the timing and
extent of changes in commodity prices, the timing and extent of success in
discovering, developing and producing or acquiring oil and gas reserves and
conditions of the capital and equity markets during the periods covered by the
forward looking statements.
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SEAGULL ENERGY CORPORATION
Item 5. Other Events
On September 30, 1997, Seagull completed the sale of $150 million of
30-year Senior Notes offered by a group of underwriters. The Senior Notes have a
coupon of 7 1/2% and are non-callable for the life of the Notes. The proceeds
were used to repay existing debt and for general corporate purposes.
Item 7. Financial Statements and Exhibits
(b) Pro forma financial information.
The pro forma financial statements required to be provided by Item 7(b) of
Form 8-K is incorporated herein by reference to Exhibit 99.1 of Seagull's
Current Report on Form 8-K filed with the Securities and Exchange Commission on
September 16, 1997.
(c) Exhibits.
2.1 Share Sale Agreement, dated as of September 11, 1997, by and between
Seagull Energy Canada Holding Company, Seagull Energy Corporation and
Rio Alto Exploration Ltd. is incorporated herein by reference to
Exhibit 2.1 of Seagull's Current Report on Form 8-K filed with the
Securities and Exchange Commission on September 16, 1997.
*2.2 Underwriting Agreement, dated September 25, 1997 and related Terms and
Agreements.
*2.3 Resolutions of adopted by the Chairman of the Board of Directors
establishing terms of 7 1/2% Senior Notes due 2027, including Form of
7 1/2% Senior Notes due 2027.
* Filed herewith.
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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 thereunto duly authorized.
Date: October 16, 1997
SEAGULL ENERGY CORPORATION
By: /s/ William L. Transier
William L. Transier
Senior Vice President and
Chief Financial Officer
(Principal Financial Officer)
Exhibit Index
Page
2.1 Share Sale Agreement, dated as of September 11, 1997, by
and between Seagull Energy Canada Holding Company, Seagull
Energy Corporation and Rio Alto Exploration Ltd. (incor-
porated herein by reference to Exhibit 2.1 of Seagull's Current
Report on Form 8-K filed with the Securities and Exchange
Commission on September 16, 1997).
2.2 Underwriting Agreement, dated September 25, 1997 and
related Terms Agreement.
2.3 Resolutions of adopted by the Chairman of the Board
of Directors establishing terms of 7 1/2 % Senior Notes
due 2027, including Form of 7 1/2% Senior Notes due 2027.