1
================================================================================
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: AUGUST 9, 1999
DATE OF EARLIEST EVENT REPORTED: AUGUST 3, 1999
SANTA FE SNYDER CORPORATION
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 1-7667 36-2722169
(STATE OR OTHER JURISDICTION (COMMISSION FILE NO.) (I.R.S. EMPLOYER IDENTIFICATION NO.)
OF INCORPORATION)
840 GESSNER
SUITE 1400
HOUSTON, TEXAS 77024
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(713) 507-5000
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
================================================================================
2
ITEM 5. OTHER EVENTS.
On August 3, 1999, Santa Fe Snyder Corporation (the "Company") entered
into an Underwriting Agreement with Goldman, Sachs & Co. and Credit Suisse First
Boston Corporation as representatives of the several underwriters pursuant to
which the Company issued 12,650,000 shares (the "Shares") of its common stock,
$.01 par value. The net proceeds from the sale of the Shares were approximately
$108 million, and will be used by the Company to finance a portion of a
property acquisition from Shell Deepwater Development, Inc., a subsidiary of
Shell Oil Company, which is expected to close in August 1999. Pending such use
of the proceeds from the offering of the Shares, the Company will reduce
outstanding borrowings under its credit facility.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS.
Exhibit
Number Description
------ -----------
1.1 Underwriting Agreement dated August 3, 1999
1.2 Pricing Agrement dated August 3, 1999
5.1 Opinion of Andrews & Kurth L.L.P. as to the legality
of the securities being registered.
23.1 Consent of Andrews & Kurth L.L.P. (included in
Exhibit 5.1)
3
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 hereunto duly authorized.
SANTA FE SNYDER CORPORATION
By: /s/ MARK A. OLDER
-------------------------------
Mark A. Older
Corporate Secretary
Date: August 9, 1999
4
INDEX TO EXHIBITS
Exhibit
Number Description
------ -----------
1.1 Underwriting Agreement dated August 3, 1999
1.2 Pricing Agrement dated August 3, 1999
5.1 Opinion of Andrews & Kurth L.L.P. as to the legality
of the securities being registered.
23.1 Consent of Andrews & Kurth L.L.P. (included in
Exhibit 5.1)