FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
August 21, 1996
Date of Report (date of earliest event reported)
EVERGREEN RESOURCES, INC.
(Exact Name of Registrant as Specified in its Charter)
COLORADO 0-10077 84-0834147
(State or Other Jurisdiction (Commission File (I.R.S. Employer
of Incorporation) Number) Identification No.)
1000 WRITER SQUARE
1512 LARIMER STREET
DENVER, COLORADO 80202
(Address of Principal Executive Offices)
(303) 534-0400
(Registrant's Telephone Number, Including Area Code)
ITEM 1: CHANGES IN CONTROL OF REGISTRANT
N/A
ITEM 2: ACQUISITION OR DISPOSITION OF ASSETS
On August 15, 1996, Evergreen Resources, Inc. (the "Registrant")
announced the acquisition effective August 1, 1996 of approximately 37
billion cubic feet (BCF) of proved natural gas reserves, approximately
24 BCF of which are developed, together with 25% working interest in
120,000 gross acres and 50% interest in an associated gas gathering
and marketing system. All of these assets are located on Evergreen's
present acreage position in the Raton Basin, Las Animas County,
Colorado.
The purchase price was $11.3 million, comprised of the issuance of
1,162,266 restricted shares of Evergreen common stock at $6.625 per
share ($7.7 million) and the assumption by Evergreen of $3.6 million
of long term bank debt owed to Hibernia National Bank. The debt
assumption does not impact Evergreen's present $7.5 million borrowing
base with Hibernia.
The Sellers are Powerbridge, Inc. and Energy Investors Fund, LP and
Energy Investors Fund II, LP. Powerbridge, Inc., a privately held
company, has been merged with a newly-formed wholly-owned subsidiary
of Evergreen.
Issuance of the new shares will increase Evergreen's outstanding
common shares from 5,939,736 to 7,102,002.
The acquisition of these assets increases Evergreen's interest to 100%
in all leases, reserves, production, and associated gathering
facilities on the Company's 120,000 gross acres in the Raton Basin.
At March 31, 1996, Evergreen reported 80 BCF of proved reserves, based
on an independent engineering study, which has now been updated. As
of August 1, 1996, Evergreen's proved reserves have increased to 128
BCF, through the above reported acquisition and other development
activity in the Raton Basin. Approximately 59% of these proved
reserves are developed. Present value of future net revenues
discounted at 10% has increased from $30 million at March 31, 1996, to
$51 million as of August 1, 1996.
ITEM 3: BANKRUPTCY OR RECEIVERSHIP
N/A
ITEM 4: CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANTS
N/A
ITEM 5: OTHER EVENTS
N/A
ITEM 6: RESIGNATIONS OF REGISTRANT'S DIRECTORS
N/A
ITEM 7: FINANCIAL STATEMENTS AND EXHIBITS
(a) and (b) Financial Statements for Powerbridge, Inc. for the
periods specified in Rule 3.05(b) of Regulation S-X as well as pro
forma financial information as to Powerbridge, Inc., and the
Registrant required pursuant to Article 11 of Regulation S-X will be
filed by amendment on Form 8 on or before October 14, 1996.
(c) Exhibits: Filed herewith pursuant to Reg. S-K Item 601
EXHIBIT NO. Description
----------- -----------
1 Agreement and Plan of Merger
dated August 14, 1996 by and
among Powerbridge, Inc.,
Evergreen Resources, Inc.
and Evergreen Raton
Properties, Inc.
2 Agreement for Acquisition of
Limited Partnership
Interests between Evergreen
Resources, Inc. and both
Energy Investors Fund LP and
Energy Investors Fund II, LP
dated August 14, 1996
3 August 14, 1996 Reserve
Report prepared by Resources
Services, International, Inc.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on behalf of the
undersigned thereunto duly authorized.
EVERGREEN RESOURCES, INC.
By: /s/ JAMES S. WILLIAMS
----------------------------------
James S. Williams
Chairman of the Board
Dated: August 21, 1996