-----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, ArDFtqWCUukVKZEWJ4d3miuT+KcGFQ1BpGAT4VAnQiJYnw6kfSS2FGAqTphLiQwu jpa2gLhim2dnwdEZSvSatQ== 0000899243-03-000157.txt : 20030203 0000899243-03-000157.hdr.sgml : 20030203 20030203172039 ACCESSION NUMBER: 0000899243-03-000157 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030203 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030203 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MISSION RESOURCES CORP CENTRAL INDEX KEY: 0000319459 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 760437769 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-09498 FILM NUMBER: 03537069 BUSINESS ADDRESS: STREET 1: 1331 LAMAR STREET 2: SUITE 1455 CITY: HOUSTON STATE: TX ZIP: 77010 BUSINESS PHONE: 7134953000 MAIL ADDRESS: STREET 1: 1221 LAMAR STREET 2: STE 1600 CITY: HOUSTON STATE: TX ZIP: 77010-3039 FORMER COMPANY: FORMER CONFORMED NAME: BELLWETHER EXPLORATION CO DATE OF NAME CHANGE: 19920703 8-K 1 d8k.txt FORM 8-K 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): February 3, 2003 (February 3, 2003) Mission Resources Corporation (Exact Name of Registrant as Specified in Charter) Delaware 000-09498 76-0437769 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 1331 Lamar Suite 1455 Houston, Texas 77010-3039 (Address and Zip Code of Principal Executive Offices) (713) 495-3000 (Registrant's telephone number, including area code) Item 5. Other Events. On February 3, 2003, Mission Resources Corporation (the "Company") issued a press release announcing that it received a Nasdaq Staff Determination on January 28, 2003, indicating that the Company had failed to comply with Nasdaq's minimum bid price requirement of $1.00 per share for continued listing of the Company's common stock on The Nasdaq National Market as set forth in Marketplace Rule 4450(a)(5), and that, as a result, the Company's common stock is subject to delisting from The Nasdaq National Market at the opening of business on February 6, 2003. The Company has requested an oral hearing before a Nasdaq Listing Qualifications Panel to review the Nasdaq Staff Determination. The hearing request will stay the delisting of the Company's common stock pending the Nasdaq Listing Qualifications Panel's decision. The text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The delisting of the Company's common stock from Nasdaq may result in a reduction in some or all of the following, each of which may have a material adverse effect on its investors: . the market price of the Company's common stock; . the liquidity of the Company's common stock; . the number of institutional investors that will be allowed by their charter to invest or consider investing in the Company's common stock; . the number of investors in general that will consider investing in the Company's common stock; . the number of market makers in the Company's common stock; . the availability of information concerning the trading prices and volume of the Company's common stock; . the number of broker-dealers willing to execute trades in shares of the Company's common stock; and . the Company's ability to obtain financing for the continuation of its operations. Item 7. Financial Statements and Exhibits. (a) Financial Statements of business acquired. None. (b) Pro Forma Financial Information. None. (c) Exhibits. 99.1 Press Release 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. MISSION RESOURCES CORPORATION Date: February 3, 2003 By: /s/ Richard W. Piacenti ----------------------------------- Name: Richard W. Piacenti Title: Senior Vice President and Chief Financial Officer EX-99.1 3 dex991.txt PRESS RELEASE [MISSION RESOURCES LOGO] Mission Resources Corporation 1331 Lamar, Suite 1455 Houston, Texas 77010-3039 NEWS RELEASE - -------------------------------------------------------------------------------- Contact: Ann Kaesermann Vice President - Accounting & Investor Relations, CAO investors@mrcorp.com (713) 495-3100 Mission Resources to Appeal Nasdaq Delisting Notice HOUSTON--February 3, 2003--Mission Resources Corporation (Nasdaq: MSSN) announced today that it has requested a hearing before a Nasdaq Listing Qualifications Panel to appeal an earlier Nasdaq Staff Determination to delist the Company's common stock from The Nasdaq National Market. Mission Resources received a Nasdaq Staff Determination on January 28, 2003, indicating that the Company had failed to comply with Nasdaq's minimum bid price requirement of $1.00 per share for continued listing of the Company's common stock on The Nasdaq National Market as set forth in Nasdaq Marketplace Rule 4450(a)(5). As a result, the Company's common stock is subject to delisting from The Nasdaq National Market at the opening of business on February 6, 2003. Following procedures set forth in the Nasdaq Marketplace Rule 4800 Series, the Company has requested an oral hearing before a Nasdaq Listing Qualifications Panel to review the Nasdaq Staff Determination. While the date for the hearing has not yet been established, hearings typically occur within 45 days of a company's request. The hearing request will stay the delisting of the Company's common stock, pending the Panel's decision, allowing it to continue to trade on The Nasdaq National Market under the symbol "MSSN." The Company intends to present a comprehensive plan to the Nasdaq Listing Qualifications Panel for achieving and sustaining compliance with the Nasdaq Marketplace Rules, but there can be no assurance that the Panel will grant the Company's request for continued listing. Mission Resources Corporation is a Houston-based independent exploration and production company that acquires, develops and produces crude oil and natural gas in the Permian Basin of West Texas, along the Texas and Louisiana Gulf Coast and in the Gulf of Mexico. This press release contains "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements are subject to certain risks, trends and uncertainties that could cause actual results to differ materially from those projected. Among those risks, trends and uncertainties are our estimate of the sufficiency of our existing capital sources, our ability to raise additional capital to fund cash requirements for future operations, the uncertainties involved in estimating quantities of proved oil and natural gas reserves, in prospect development and property acquisitions and in projecting future rates of production, the timing of development expenditures and drilling of wells, and the operating hazards attendant to the oil and gas business. In particular, careful consideration should be given to cautionary statements made in the various reports the Company has filed with the Securities and Exchange Commission. The Company undertakes no duty to update or revise these forward-looking statements. -----END PRIVACY-ENHANCED MESSAGE-----