-----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, VrMx7pdtLDLDHa8zZNaTGnyNEXXkIQVBTScXcKh7PVcl/ZvS5j7sPMldHI6940un aYmK06NvAWY1LI5+sDzCdg== 0000950129-04-001781.txt : 20040401 0000950129-04-001781.hdr.sgml : 20040401 20040401090856 ACCESSION NUMBER: 0000950129-04-001781 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040401 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040401 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: 04707792 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 h14180e8vk.txt MISSION RESOURCES CORPORATION - APRIL 1, 2004 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): APRIL 1, 2004 (APRIL 1, 2004) 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 AND REQUIRED REGULATION FD DISCLOSURE. On April 1, 2004, Mission Resources Corporation issued a press release, pursuant to Rule 135c under the Securities Act of 1933, announcing that it has agreed to sell $130.0 million aggregate principal amount of 9 7/8% Senior Notes due 2011 in a private offering. A copy of this press release is being filed as an exhibit to this report and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION 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: April 1, 2004 By: /s/ Ann Kaesermann ------------------------ Name: Ann Kaesermann Title: Vice President Accounting and Investor Relations, CAO Officer INDEX TO EXHIBITS Exhibit No. Description - ------- ----------- 99.1 -- Press Release EX-99.1 3 h14180exv99w1.txt PRESS RELEASE - ANNOUNCES PRICING OF OFFERING EXHIBIT 99.1 Mission Resources Corporation [LOGO] 1331 Lamar, Suite 1455 MISSION Houston, Texas 77010-3039 RESOURCES NEWS RELEASE CONTACT: Ann Kaesermann Vice President - Accounting & Investor Relations, CAO investors@mrcorp.com (713) 495-3100 MISSION RESOURCES ANNOUNCES PRICING OF $130 MILLION OFFERING OF 9 7/8% SENIOR NOTES DUE 2011 HOUSTON, APRIL 1, 2004 - MISSION RESOURCES CORPORATION (NASDAQ: MSSN) announced today that it has priced a private offering of $130 million of 9 7/8% Senior Notes due 2011 at par. The notes will be fully and unconditionally guaranteed by certain of Mission's subsidiaries. The closing of the offering is subject to the concurrent consummation of Mission's new senior secured revolving credit facility and its new second lien term loan, and the satisfaction of customary closing conditions. Mission intends to use the net proceeds of the offering to fully redeem its outstanding 10 7/8% Senior Subordinated Notes due 2007 and to repay indebtedness under its current credit facilities. The notes have not been registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States or to U.S. persons, except initially to qualified institutional buyers in reliance on the exemption from registration provided by Rule 144A and, in the resale market, to certain persons in offshore transactions in reliance on Regulation S. This news release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which it would be unlawful. Mission Resources Corporation is a Houston-based independent exploration and production company that drills for, acquires, develops and produces natural gas and crude oil primarily in the Permian Basin (in West Texas and Southeastern New Mexico), along the Texas and Louisiana Gulf Coast and in both the state and federal waters of 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. Mission undertakes no duty to update or revise these forward-looking statements. ### -----END PRIVACY-ENHANCED MESSAGE-----