Exhibit 99.4
Harken Energy Corporation
Shares of Common Stock
Offered Pursuant to Rights
Distributed to Security Holders
of Harken Energy Corporation
_________________, 2002
To Securities Dealers, Commercial Banks,
Trust Companies and Other Nominees:
This letter is being distributed to securities dealers, commercial
banks, trust companies and other nominees in connection with the rights offering
(the "Rights Offering") by Harken Energy Corporation (the "Company") of shares
of its Common Stock (as such term is defined below), pursuant to
non-transferable subscription rights (the "Rights") distributed to all holders
of record (collectively, the "Recordholders") of shares of its common stock, par
value $0.01 per share (the "Common Stock"), and shares of its Series G1
preferred stock and shares of its Series G2 preferred stock (collectively, the
"Preferred Stock") at the close of business on ______________, 2002 (the "Record
Date"). The Rights are described in the Company's prospectus dated
_______________, 2002 (the "Prospectus").
In the Rights Offering, the Company is offering an aggregate of
95,238,096 shares of its Common Stock, as described in the Prospectus.
The Rights will expire, if not exercised, at 5:00 p.m., New York City
time, on ______________, 2002, unless extended in the sole discretion of the
Company (as it may be extended, the "Expiration Date").
Each subscription right will entitle the holder to purchase the number
of shares of Common Stock equal to $10 million, divided by the Subscription
Price, divided by ______________, the number of shares of common stock
outstanding plus the number of shares of common stock issuable upon conversion
of the Series G1 preferred stock, and Series G2 preferred stock, on the Record
Date (the "Subscription Right"). The Subscription Price for the subscription
rights will equal 70% of the current market price of the common stock. The
Company will determine the current market price of the common stock by averaging
the closing price of the common stock on the American Stock Exchange for the
five (5) trading days immediately preceding the commencement of the offering,
except the current market price will be no greater than $0.50 per share or less
than $0.15 per share.
Lyford Investments Enterprises Ltd., a creditor of the Company, has
agreed to act as a standby underwriter in the offering and will purchase any and
all shares not subscribed for by other stockholders.
The Rights are evidenced by a non-transferable Rights certificate (a
"Rights Certificate") registered in your name or the name of your nominee. Each
beneficial owner of shares of Common Stock registered in your name or the name
of your nominee is entitled to one Right for each share of Common Stock owned by
such beneficial owner as of the close of business on the Record Date (or in the
case of the Preferred Stock, one Right for each share of Common Stock issuable
upon conversion).
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We are asking persons who hold shares of Common Stock beneficially and
who have received the Rights distributable with respect to those shares through
a broker, dealer, commercial bank, trust company or other nominee, as well as
persons who hold certificates of Common Stock directly and prefer to have such
institutions effect transactions relating to the Rights on their behalf, to
contact the appropriate institution or nominee and request it to effect the
transactions for them. In addition, we are asking beneficial owners who wish to
obtain a separate Rights Certificate to contact the appropriate nominee as soon
as possible and request that a separate Rights Certificate be issued.
All commissions, fees and other expenses (including brokerage
commissions and transfer taxes), other than fees and expenses of the
Subscription Agent, incurred in connection with the exercise of the Rights will
be for the account of the holder of the Rights, and none of such commissions,
fees or expenses will be paid by the Company or the Subscription Agent.
Enclosed are copies of the following documents:
1. Prospectus;
2. Instructions as to Use of Harken Energy Corporation Rights
Certificates (including a Notice of Guaranteed Delivery for Rights
Certificates Issued by Harken Energy Corporation and Guidelines
for Request for Taxpayer Identification Number and Certification
on Substitute Form W-9);
3. A form of letter that may be sent to your clients for whose
accounts you hold shares of Common Stock registered in your name
or the name of your nominee, with an attached form of instruction;
4. Notice of Guaranteed Delivery for Rights Certificates Issued by
Harken Energy Corporation; and
5. A return envelope addressed to American Stock Transfer & Trust
Company, the Subscription Agent.
Your prompt action is requested. To exercise Rights, you should deliver
the properly completed and signed Rights Certificate (or the Notice of
Guaranteed Delivery if you are following the Guaranteed Delivery Procedures),
with payment of the Subscription Price in full for each share of Common Stock
subscribed for, to the Subscription Agent, as indicated in the Prospectus. The
Subscription Agent must receive the Rights Certificate or Notice of Guaranteed
Delivery with payment of the Subscription Price prior to 5:00 p.m., New York
City time, on the Expiration Date. A Rights holder cannot revoke the exercise of
its Rights. Rights not exercised prior to the Expiration Date will expire.
Additional copies of the enclosed materials may be obtained from the
Subscription Agent. The Subscription Agent's telephone number is (718) 921-8237.
Very truly yours,
HARKEN ENERGY CORPORATION
Nothing in this prospectus or in the enclosed documents shall constitute you or
any person as an agent of Harken Energy Corporation, the Subscription Agent or
any other person making or deemed to be making offers of the securities issuable
upon valid exercise of the rights, or authorize
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you or any other person to make any statements on behalf of any of them with
respect to the offering except for statements made in the prospectus.
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