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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 31, 1996
DLB OIL & GAS, INC.
(Exact name of registrant as specified in its charter)
OKLAHOMA
(State or other jurisdiction of incorporation or organization)
0-26484 73-1358299
(Commission File Number) (I.R.S. Employer Identification No.)
1601 N.W. EXPRESSWAY, SUITE 700
OKLAHOMA CITY, OKLAHOMA 73118-1401
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 405-848-8808
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On May 31, 1996, DLB Oil & Gas, Inc. ("DLB") purchased the Oklahoma oil
and gas properties of Amerada Hess Corporation ("Amerada Hess") for $35
million, subject to post-closing price adjustments for asset-related revenues
and costs, including imputed interest on the purchase price, occurring after
January 1, 1996. The transaction is accounted for as of the closing date for
financial reporting purposes.
The acquired properties consist of 44 oil and gas fields, nine of which
DLB will operate, and 1,196 gross (111.8 net) wells. Total estimated proved
reserves as of January 1, 1996, net to DLB, are 7.2 Mmboe, which increases
DLB's total estimated proved reserves as of that date to 16.6 Mmboe. Proved
reserves attributable to the acquired properties are divided approximately 43%
oil and 57% natural gas. Production from the acquired properties is expected
to increase DLB's average daily oil production 52% to approximately 2,400 boe
per day and its natural gas production 80% to approximately 17,600 mcf per day.
The properties comprise over 100,000 gross (67,980 net) leasehold acres and
over 10,750 mineral acres.
The acquired properties are located within the Mid-continent area, which
has been DLB's core area of focus for its exploration and development
activities. DLB intends to use these properties to increase its exploration
and development operations in this core area. Management expects to add value
through more aggressive product marketing, reworking and recompleting existing
wells, and pursuing new infill and exploratory locations. The acquisition also
includes 15,100 miles of proprietary seismic data, geologic and well data, and
interests in certain gas gathering and processing assets.
DLB financed the purchase through existing cash funds and borrowings of
$30 million from existing credit facilities. It is not aware of any material
relationship between Amerada Hess and DLB or any of its affiliates, any
director or officer of DLB, or any associate of any such director or officer
that existed at the purchase date. The purchase was made pursuant to a
previously reported agreement dated April 16, 1996.
The agreement is filed with this report as Exhibit 2.0 and is incorporated
herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(a) Financial Statements of Business Acquired
The financial statements required by this Item will be filed by
amendment or amendments of this Report as soon as practicably
available and no later than 60 days after the date of this Report.
(b) Pro Forma Financial Information
The pro forma financial information required by this Item will be
filed by amendment or amendments of this Report as soon as
practicably available and no later than 60 days after the date of
this Report.
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(c) The following exhibits are filed with this report:
2.0 Agreement for Purchase and Sale dated April 16, 1996,
between Amerada Hess Corporation and DLB Oil & Gas, Inc. (the
"Agreement for Purchase and Sale").*
2.1 Letter agreement amending Agreement for Purchase and
Sale dated May 7, 1996.
2.2 Letter agreement amending Agreement for Purchase and
Sale dated May 31, 1996.
99.5 Press release dated June 3, 1996
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* Pursuant to Item 601(b)(2) of Regulation S-K, the exhibits and schedules to
Exhibit 2 are omitted. Exhibit 2 contains a list identifying the contents of
its exhibits and schedules, and Registrant agrees to furnish supplementally
copies of such exhibits and schedules to the Securities and Exchange
Commission upon request.
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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 authorized.
DLB Oil & Gas, Inc.
/s/ Mike Liddell
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Mike Liddell, Chief Executive Officer
Date: June 12, 1996
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EXHIBIT INDEX
EXH. NO. EXHIBIT NAME
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2.0 Agreement for Purchase and Sale dated April 16, 1996, between Amerada
Hess Corporation and DLB Oil & Gas, Inc. (the "Agreement for Purchase
and Sale").*
2.1 Letter agreement amending Agreement for Purchase and Sale dated May
7, 1996.
2.2 Letter agreement amending Agreement for Purchase and Sale dated May
31, 1996.
9.5 Press release dated June 3, 1996
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* Pursuant to Item 601(b)(2) of Regulation S-K, the exhibits and schedules to
Exhibit 2 are omitted. Exhibit 2 contains a list identifying the contents of
its exhibits and schedules, and Registrant agrees to furnish supplementally
copies of such exhibits and schedules to the Securities and Exchange
Commission upon request.