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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 22, 2001
THE WISER OIL COMPANY
(Exact name of registrant as specified in is charter)
Delaware 0-5426 55-0522128
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
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 May 22, 2001, The Wiser Oil Company ("Wiser") acquired 100% of the
outstanding common stock of Invasion Energy Inc. ("Invasion") through its
wholly-owned subsidiary The Wiser Oil Company of Canada. Invasion is a
privately-held exploration and production company based in Calgary, Alberta. The
aggregate purchase price was $37.3 million which included $1.6 million of
positive working capital. The acquisition was financed with $22.4 million of
cash and $14.9 million of borrowings by The Wiser Oil Company of Canada under
its credit facility with the Union Bank of California, N.A. and the National
Bank of Canada. The effective date of the acquisition is May 1, 2001.
Invasion has been operating primarily in the Wolverine, Bison and
Rossbear fields located approximately 275 miles northwest of Edmonton, Alberta.
Invasion is currently producing approximately 15,400 Mcf per day of gas (before
royalties) from 70 active wells producing from the Bluesky, Gething and Wabamun
formations at depths averaging less than 1,300 feet. Invasion operates and has a
100% working interest in virtually all of the properties. Wiser estimates that
Invasion has approximately 28.8 Bcf of net proved gas reserves at April 30,
2001. In addition, Invasion has a 95% working interest in approximately 235,000
acres of undeveloped leases surrounding the producing wells. The gas is
processed and compressed through 100 percent owned facilities.
Wiser estimates this acquisition will increase the Company's proved
gas reserves at December 31, 2000 by 28.8 Bcf, or 38%, to approximately 105 Bcf.
On a BOE basis, the Invasion acquisition will increase total proved reserves at
December 31, 2000 by 13% from approximately 37.1 MMBOE to 41.9 MMBOE. The
Company's daily net gas production will also increase by approximately 12 MMcf
per day for the remainder of 2001, a 50% increase over current gas production of
approximately 24 MMcf per day. Approximately 65% of Invasion's net daily gas
production is subject to hedges in the form of costless collars with a floor
price of $4.05 and a ceiling price of $5.60. The current hedges run through
October of 2001.
Wiser expects to spend approximately $7.0 million of capital
expenditures for the 2001/2002 winter drilling season including drilling 25 to
30 wells.
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.
Not applicable.
Item 7. Financial Statements and Exhibits.
(a) Financial statements of business acquired.
The financial statements of Invasion Energy, Inc. for the periods
specified in Rule 3-05(b) of Regulation S-X will be filed by amendment to this
Current Report on Form 8-K not later than 60 days after the date on which this
Current Report on Form 8-K is required to be filed.
(b) Pro forma financial information.
The pro forma financial statements required pursuant to Article 11 of
Regulation S-X will be filed by amendment to this Current Report on Form 8-K not
later than 60 days after the date on which this Current Report on Form 8-K is
required to be filed.
(c) Exhibits
Item Exhibits
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2.1* Share Purchase Agreement dated May 4, 2001 between
The Wiser Oil Company, The Wiser Oil Company of
Canada, ENRON Canada Corp., Skybird Energy Inc.
and other shareholders.
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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.
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: June 6, 2001 By: /s/ George K. Hickox, Jr.
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George K. Hickox, Jr.
Chairman and Chief Executive Officer
INDEX TO EXHIBITS
Item
Number Exhibit
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2.1 Share Purchase Agreement dated May 4, 2001 between
The Wiser Oil Company, The Wiser Oil Company of
Canada, ENRON Canada Corp., Skybird Energy Inc.
and other shareholders.