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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): March 20, 2000
COHO ENERGY, INC.
(Exact name of registrant
as specified in its charter)
TEXAS 0-22576 75-2488635
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
14785 PRESTON ROAD, SUITE 860, DALLAS, TEXAS 75240
(Address of principal executive offices)
Registrant's telephone number, including area code: (972) 774-8300
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ITEM 1. CHANGES IN CONTROL OF REGISTRANT.
On March 31, 2000, the plan of reorganization of Coho Energy, Inc. (the
"Company") and certain of its subsidiaries became effective (the "Effective
Date"). Under the plan of reorganization, the holders of the Company's 8 7/8 %
Senior Subordinated Notes due 2007 (the "Old Notes") received approximately 96%
of the new common stock of the Company in exchange for their claims in the
bankruptcy, which claims included the Old Notes and amounted to approximately
$162 million. The principal holders of Old Notes and the approximate percentage
of new common stock now beneficially held by each of them is set forth in the
table below:
Name of Holder % of New Common Stock
Appaloosa Management, L.P. 29.8
Oaktree Capital Management, LLC 25.6
PPM America, Inc. 32.8
Under a standby loan entered into by the Company pursuant to the terms
of the plan of reorganization, an additional 14.4% of new common stock of the
Company will be issued to the standby lenders. This issuance will dilute the
percentage ownership of the persons listed above, some of whom are also standby
lenders.
All of the members of the former board of directors of the Company
ceased to serve as directors on March 31, 2000, as of 11:59 PM. Our former board
of directors consisted of the following people: Jeffrey Clarke, Louis Crane,
Alan Edgar, Kenneth Lambert, Douglas Martin, and Jake Taylor.
Under the terms of the plan of reorganization, the new board of
directors will consist of seven members. Six of these members have been named
under the terms of the plan of reorganization: Michael McGovern, James E. Bolin,
Eugene L. Davis, Ronald Goldstein, John G. Graham, and Michael Salvati. The
Company does not yet know the identity of the remaining board member to be named
under the terms of the plan of reorganization.
Jeffrey Clarke also resigned as President and Chief Executive Officer
as of the Effective Date. Michael McGovern has been named as the new President
and Chief Executive Officer.
A press release of the Company describing its emergence from bankruptcy
is attached hereto as Exhibit 99.2.
ITEM 3. BANKRUPTCY OR RECEIVERSHIP
On March 20, 2000, the plan of reorganization of the Company and
certain of its subsidiaries was confirmed by the U.S. Bankruptcy Court for the
Northern District of Texas. A press release of the Company describing this event
is attached hereto as Exhibit 99.1. With the exception of a copy
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of the confirmed plan of reorganization, the information required under this
Item 3 has been previously reported in the Company's Amendment No. 1 to
Registration Statement on Form S-1, dated March 24, 2000, file number 333-96331.
A copy of the plan of reorganization as confirmed is attached hereto as Exhibit
2.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS
2.1 Findings of Fact, Conclusions of Law and Order Confirming
Debtors' First Amended and Restated Chapter 11 Plan of
Reorganization as filed with the U.S. Bankruptcy Court for the
Northern District of Texas on March 20, 2000.
99.1 Coho Energy, Inc. Press Release dated March 21, 2000.
99.2 Coho Energy, Inc. Press Release dated March 31, 2000.
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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.
COHO ENERGY, INC.
Date: April 6, 2000 By: /s/ MICHAEL MCGOVERN
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Michael McGovern
President and
Chief Executive Officer
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EXHIBIT INDEX
EXHIBIT NUMBER DESCRIPTION
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2.1 Findings of Fact, Conclusions of Law and Order Confirming
Debtors' First Amended and Restated Chapter 11 Plan of
Reorganization as filed with the U.S. Bankruptcy Court for the
Northern District of Texas on March 20, 2000.
99.1 Coho Energy, Inc. Press Release dated March 21, 2000.
99.2 Coho Energy, Inc. Press Release dated March 31, 2000.