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 - MAY 31, 2002
(Date of Earliest Event Reported)
Ocean Energy, Inc.
(Exact name of registrant as specified in its charter)
Commission File No. 005-46872
Delaware 74-1764876
(State of Incorporation) (I.R.S. Employer Identification No.)
1001 Fannin, Suite 1600, Houston, Texas 77002-6714
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 265-6000
Page 1 of 4 pages.
Exhibit index appears on page 4
Item 5. Other Events
On May 31, 2002, Ocean Energy, Inc., a Delaware corporation ("OEI"),
terminated its existing credit facility and replaced it with a Revolving Credit
Agreement (the "Revolving Credit Agreement") by and among OEI, as borrower,
JPMorgan Chase Bank, as a lender, administrative agent, and auction
administrative agent, Bank One, NA and Fleet National Bank, as lenders and
syndication agents, BNP Paribas and Wells Fargo Bank Texas, N.A., as lenders and
documentation agents, Bank of America, N.A., Bank of Montreal, The Bank of Nova
Scotia, and Deutsche Bank AG New York Branch, as lenders and managing agents,
and the following other lenders:
The Bank of New York Citibank, N.A.
Credit Lyonnais New York Branch Credit Suisse First Boston
Goldman Sachs Credit Partners L.P. Merrill Lynch Bank USA
Societe Generale Toronto Dominion (New York), Inc.
The Bank of Tokyo-Mitsubishi, Ltd. The Royal Bank of Scotland PLC
U.S. Bank National Association Southwest Bank of Texas, N.A.
The Revolving Credit Agreement provides for up to $1 billion in revolving
loans, including up to $150 million in letters of credit issued for the account
of and on behalf of OEI. OEI's obligations under the Revolving Credit Agreement
are unsecured. Ocean Energy, Inc., a Louisiana corporation ("OEI-Louisiana"), is
the guarantor of OEI's obligations under the Revolving Credit Agreement. A
portion of the proceeds of the credit facility were used to repay OEI's existing
indebtedness under its terminated credit facility. The additional proceeds of
the credit facility will be used for working capital and general corporate
purposes. All loans made pursuant to the Revolving Credit Agreement, other than
letters of credit, mature no later than May 31, 2006.
Copies of the Revolving Credit Agreement and the guarantee of
OEI-Louisiana are filed herewith as exhibits and incorporated herein by
reference.
Item 7. Financial Statements and Exhibits
The following exhibits are filed with this Current Report:
Exhibit No. Description
----------- -----------
99.1 Revolving Credit Agreement dated as of May 31, 2002, by
and among Ocean Energy, Inc., a Delaware corporation, as
borrower, JPMorgan Chase Bank, as a lender,
administrative agent, and auction administrative agent,
Bank One, NA and Fleet National Bank, as lenders and
syndication agents, BNP Paribas and Wells Fargo Bank
Texas, N.A., as lenders and documentation agents, Bank
of America, N.A., Bank of Montreal, The Bank of Nova
Scotia, and Deutsche Bank AG New York Branch, as lenders
and managing agents, and the other lenders signatory
thereto.
2
99.2 Guaranty Agreement dated as of May 31, 2002 by and among
Ocean Energy, Inc., a Louisiana corporation, as
guarantor, JPMorgan Chase Bank, as administrative agent
and auction administrative agent, Bank One, N.A. and
Fleet National Bank, as syndication agents, BNP Paribas
and Wells Fargo Bank Texas, N.A., as documentation
agents, and Bank of America, N.A., Bank of Montreal, The
Bank of Nova Scotia and Deutsche Bank AG New York
Branch, as managing agents.
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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 hereunto duly authorized.
Ocean Energy, Inc.
(Registrant)
Date: June 3, 2002 By: /s/ ROBERT K. REEVES
-----------------------------------
Name: Robert K. Reeves
Title: Executive Vice President and
General Counsel
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EXHIBIT INDEX
Exhibit No. Description
----------- -----------
99.1 Revolving Credit Agreement dated as of May 31, 2002, by
and among Ocean Energy, Inc., a Delaware corporation, as
borrower, JPMorgan Chase Bank, as a lender,
administrative agent, and auction administrative agent,
Bank One, NA and Fleet National Bank, as lenders and
syndication agents, BNP Paribas and Wells Fargo Bank
Texas, N.A., as lenders and documentation agents, Bank
of America, N.A., Bank of Montreal, The Bank of Nova
Scotia, and Deutsche Bank AG New York Branch, as lenders
and managing agents, and the other lenders signatory
thereto.
99.2 Guaranty Agreement dated as of May 31, 2002 by and among
Ocean Energy, Inc., a Louisiana corporation, as
guarantor, JPMorgan Chase Bank, as administrative agent
and auction administrative agent, Bank One, N.A. and
Fleet National Bank, as syndication agents, BNP Paribas
and Wells Fargo Bank Texas, N.A., as documentation
agents, and Bank of America, N.A., Bank of Montreal, The
Bank of Nova Scotia and Deutsche Bank AG New York
Branch, as managing agents.
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