-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SRW3nWsVMbHtt2WmNEHBJ2Y3WJCB/Zx/1/tnvNl6XnnOvgE6c+1Rdv2S/XQc3jCI yusjO1H84oqklrM2UgcORQ== 0000891092-03-003144.txt : 20031104 0000891092-03-003144.hdr.sgml : 20031104 20031104152717 ACCESSION NUMBER: 0000891092-03-003144 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031104 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRIGHAM EXPLORATION CO CENTRAL INDEX KEY: 0001034755 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 752692967 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22433 FILM NUMBER: 03976166 BUSINESS ADDRESS: STREET 1: 6300 BRIDGE POINT PARKWAY STREET 2: BLDG 2 SUITE 500 CITY: AUSTIN STATE: TX ZIP: 78730 BUSINESS PHONE: 5124273300 MAIL ADDRESS: STREET 1: 6300 BRIDGE POINT PARKWAY STREET 2: BLDG 2 SUITE 500 CITY: AUSTIN STATE: TX ZIP: 78730 8-K 1 e16112_8k.txt FORM 8-K ================================================================================ 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): November 4, 2003 BRIGHAM EXPLORATION COMPANY (Exact name of registrant as specified in its charter) Delaware 000-22433 75-2692967 (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 6300 Bridgepoint Parkway Building Two, Suite 500 Austin, Texas 78730 (Address, including zip code, of principal executive offices) Registrant's telephone number, including area code: (512) 427-3300 ================================================================================ Item 7. Financial Statements and Exhibits. (c) Exhibit 99.1 Press release dated November 4, 2003. Item 12. Regulation FD Disclosure. Registrant is furnishing its press release dated November 4, 2003, which announces the Registrant plans to force convert Series A preferred stock warrants. The text of the press release is furnished as attached hereto as Exhibit 99.1. 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. BRIGHAM EXPLORATION COMPANY Date: November 4, 2003 By: /s/ Eugene B. Shepherd, Jr -------------------------- Eugene B. Shepherd, Jr. Executive Vice President & Chief Financial Officer 2 INDEX TO EXHIBITS Item Number Exhibit - ----------- ------- 99.1* Press Release dated November 4, 2003 EX-99.1 3 e16112ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 Brigham Exploration Announces Plans to Force Convert Series A Warrants AUSTIN, Texas, Nov. 4 /PRNewswire-FirstCall/ -- Brigham Exploration Company (Nasdaq: BEXP) announced today that it has notified CSFB Private Equity that it will exercise its right to require CSFB to exercise its warrants to purchase 6.7 million shares of Brigham common stock. In connection with this exercise, Brigham will retire $20 million of its Series A mandatorily redeemable preferred stock. WARRANT EXERCISE The warrants were issued in connection with Brigham's sale of $20 million of Series A preferred stock to CSFB in November 2000. Brigham can require CSFB to exercise the warrants if the average price of Brigham's common stock trades above $5.00 per share each day for 60 consecutive days. CSFB can use either $20 million in cash or $20 million of Series A preferred stock to exercise the warrants. In the event CSFB uses cash, Brigham will be required to retire a like amount of Series A preferred. Brigham will receive no additional proceeds from the exercise of the warrants. The 6.7 million shares issued upon the exercise of the warrants have not been registered under the Securities Act of 1933. Subsequent to the exercise, Brigham will have approximately 34.6 million shares of common shares outstanding. Brigham expects the warrant exercise to be completed by mid November 2003. MANAGEMENT COMMENTS Gene Shepherd, Brigham's Chief Financial Officer, commented, "Over the last several years we've significantly deleveraged our balance sheet. By converting the 6.7 million warrants, and thus the first tranche of the CSFB preferred stock, we've again substantially reduced our corporate debt leverage. Furthermore, this conversion will free up additional capital that can be put to work creating reserve value for our shareholders, as we will no longer be paying a dividend on the Series A preferred with a $20 million liquidation value. The dividend, which has historically equated to $1.6 million per year, can also be viewed as a reduction to the Brigham cost structure." About Brigham Exploration Brigham Exploration Company is a leading independent exploration and production company that applies 3-D seismic imaging and other advanced technologies to systematically explore and develop onshore domestic natural gas and oil provinces. For more information about Brigham Exploration, please visit our website at www.bexp3d.com or contact Investor Relations at 512-427-3444. Forward Looking Statement Disclosure Except for the historical information contained herein, the matters discussed in this news release are forward looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are based upon current expectations. Important factors that could cause actual results to differ materially from those in the forward looking statements include risks inherent in exploratory drilling activities, the timing and extent of changes in commodity prices, unforeseen engineering and mechanical or technological difficulties in drilling wells, availability of drilling rigs, land issues, federal and state regulatory developments and other risks more fully described in the company's filings with the Securities and Exchange Commission. All forward looking statements contained in this release, including any forecasts and estimates, are based on management's outlook only as of the date of this release, and we undertake no obligation to update or revise these forward looking statements, whether as a result of subsequent developments or otherwise. Contact: John Turner, Manager of Finance & Investor Relations (512) 427-3300 SOURCE Brigham Exploration Company -0- 11/04/2003 /CONTACT: John Turner, Manager of Finance & Investor Relations of Brigham Exploration Company, +1-512-427-3300/ /Web site: http://www.bexp3d.com/ (BEXP) CO: Brigham Exploration Company ST: Texas IN: OIL SU: -----END PRIVACY-ENHANCED MESSAGE-----