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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): May 12, 1999
THE WISER OIL COMPANY
(Exact name of registrant as specified in is charter)
Delaware 0-5426 55-0522128
(State or other (Commission (IRS Employer
jurisdiction File Number) Identification No.)
of incorporation)
8115 Preston Road, Suite 400
Dallas, Texas 75225
(Address, including zip code, of principal executive offices)
Registrant's telephone number, including area code: (214) 265-0080
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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THE WISER OIL COMPANY
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Item 1. Changes in Control of Registrant.
Not applicable.
Item 2. Acquisition or Disposition of Assets.
On April 12, 1999, the Company entered into a Purchase and Sale
Agreement with Columbia Natural Resources to sell all of the Company's oil and
gas properties in Kentucky, Tennessee and West Virginia (the "Appalachia
Properties") for approximately $28 million effective as of April 1, 1999. The
sale closed on May 12, 1999. The oil and gas properties comprising the
Appalachia Properties represented approximately 15% of the Company's total
proved oil and gas reserves at December 31, 1998. The sales proceeds were used
to reduce the outstanding balance under the Company's credit agreement with a
group of banks which provided for the issuance of letters of credit and
revolving credit loans to the Company (the "Credit Agreement") to approximately
$11 million and for general corporate purposes.
On April 13, 1999, the Company entered into a Purchase and Sale
Agreement with Prince Minerals, Ltd. to sell certain producing and non-producing
mineral interests ( the "Mineral Properties") for approximately $10 million
effective as of April 1, 1999. The sale closed on April 21, 1999. The producing
portion of the oil and gas properties comprising the Mineral Properties
represented approximately 2% of the Company's total proved oil and gas reserves
at December 31, 1998. The sales proceeds, together with the sales proceeds from
the Appalachia Properties, were used to reduce the outstanding balance under the
Credit Agreement to approximately $11 million.
On May 10, 1999, the Company entered into a Restated Credit Agreement
with Bank One, Texas, N.A. (the "Bank One Revolver"). The Company borrowed $11
million under the Bank One Revolver and repaid in full the outstanding balance
of $11 million under the Credit Agreement and the Credit Agreement was
terminated. Also in May 1999, the Company used the proceeds from the sale of
oil and gas properties to reduce the BankOne Revolver balance to $0.5 million.
Item 3. Bankruptcy or Receivership.
Not applicable.
Item 4. Changes in Registrant's Certifying Accountant.
Not applicable.
Item 5. Other Events.
Not applicable.
Item 6. Resignations of Registrant's Directors.
2
Not applicable.
Item 7. Financial Statements and Exhibits.
(b) Pro forma financial information (unaudited)
Unaudited Pro Forma Condensed Consolidated Statement of Income for
the year ended December 31, 1998
Unaudited Condensed Consolidated Balance Sheet as of December 31,
1998
Notes to Unaudited Pro Forma Condensed Financial Statements for
the year ended December 31, 1998
(c) Exhibits
10.1 Purchase and Sale Agreement dated April 12, 1999 and
effective as of April 1, 1999 between the Company and
Columbia Natural Resources (incorporated by reference
from Exhibit 10.3a of the Company's Form 10-K filed for
the year ended December 31, 1998)
*99 Pro Forma Financial Information (Unaudited)
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* filed herewith
Item 8. Change in Fiscal Year.
Not applicable.
Item 9. Sales of Equity Securities Pursuant to Regulation S.
Not applicable.
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SIGNATURE
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.
THE WISER OIL COMPANY
Date: March 20, 2000 By: /s/ Lawrence J. Finn
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Lawrence J. Finn
Vice President Finance
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INDEX TO EXHIBITS
Item
Number Exhibit
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10.1 Purchase and Sale Agreement dated April 12, 1999 and effective as
of April 1, 1999 between the Company and Columbia Natural
Resources (incorporated herein by reference from Exhibit 10.3a of
the Company's Form 10-K filed for the year ended December 31,
1998)
*99 Pro Forma Financial Information (Unaudited)
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* filed herewith