8-K/A 1 h14499ae8vkza.txt MISSION RESOURCES CORP.- APRIL 15, 2004 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 --------------- FORM 8-K/A (Amendment No. 1 to Form 8-K filed April 8, 2004) 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 15, 2004 (APRIL 8, 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 8, 2004, Mission Resources Corporation (the "Company") issued a press release, pursuant to Rule 135c under the Securities Act of 1933, announcing that it has completed its private offering of $130 million of 9 7/8% Senior Notes due 2011. A copy of this press release is being filed as Exhibit 99.1 to this report and is incorporated herein by reference. On April 8, 2004, the Company issued a second press release announcing that it has entered into a new senior secured revolving credit facility with a syndicate of lenders led by Wells Fargo Bank, N.A., and has also entered into a new second lien term loan with a group of lenders arranged by Guggenheim Corporate Funding, LLC. A copy of this press release is being filed as Exhibit 99.2 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. 4.1 Purchase Agreement dated April 1, 2004, among the Company, the Guarantors named therein and the Initial Purchasers named therein relating to the Company's 9 7/8% Senior Notes due 2011. 4.2 Indenture dated as of April 8, 2004, among the Company, the Guarantors named therein and The Bank of New York, as Trustee, relating to the Company's 9 7/8% Senior Notes due 2011. 4.3 Exchange and Registration Rights Agreement dated as of April 8, 2004, among the Company, the Guarantors named therein and the Initial Purchasers named therein relating to the Company's 9 7/8% Senior Notes due 2011. 10.1 Credit Agreement dated as of April 8, 2004, among the Company, as Borrower, Wells Fargo Bank, National Association, as Lead Arranger and Administrative Agent, and the Lenders signatory thereto. 10.2 Term Loan Agreement dated as of April 8, 2004, among the Company, as Borrower, Guggenheim Corporate Funding, LLC, as Collateral Agent, and the Lenders signatory thereto. 10.3 Intercreditor Agreement dated as of April 8, 2004, by and between the Company, the Company's Subsidiaries, Wells Fargo Bank, National Association and Guggenheim Corporate Funding LLC. 99.1 Press Release (incorporated by reference to Exhibit 99.1 to the Company's Current Report on Form 8-K filed with the Commission on April 8, 2004). 99.2 Press Release (incorporated by reference to Exhibit 99.2 to the Company's Current Report on Form 8-K filed with the Commission on April 8, 2004). 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 15, 2004 By: /s/ Ann Kaesermann ---------------------------- Name: Ann Kaesermann Title: Vice President Accounting and INDEX TO EXHIBITS
Exhibits. Description --------- ----------- 4.1 Purchase Agreement dated April 1, 2004, among the Company, the Guarantors named therein and the Initial Purchasers named therein relating to the Company's 9 7/8% Senior Notes due 2011. 4.2 Indenture dated as of April 8, 2004, among the Company, the Guarantors named therein and The Bank of New York, as Trustee, relating to the Company's 9 7/8% Senior Notes due 2011. 4.3 Exchange and Registration Rights Agreement dated as of April 8, 2004, among the Company, the Guarantors named therein and the Initial Purchasers named therein relating to the Company's 9 7/8% Senior Notes due 2011. 10.1 Credit Agreement dated as of April 8, 2004, among the Company, as Borrower, Wells Fargo Bank, National Association, as Lead Arranger and Administrative Agent, and the Lenders signatory thereto. 10.2 Term Loan Agreement dated as of April 8, 2004, among the Company, as Borrower, Guggenheim Corporate Funding, LLC, as Collateral Agent, and the Lenders signatory thereto. 10.3 Intercreditor Agreement dated as of April 8, 2004, by and between the Company, the Company's Subsidiaries, Wells Fargo Bank, National Association and Guggenheim Corporate Funding LLC. 99.1 Press Release (incorporated by reference to Exhibit 99.1 to the Company's Current Report on Form 8-K filed with the Commission on April 8, 2004). 99.2 Press Release (incorporated by reference to Exhibit 99.2 to the Company's Current Report on Form 8-K filed with the Commission on April 8, 2004).