-----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, VS6zBLehNI4S9aQBHr97oOq1wEk86Kvuq8MnDXPBxqEvOOvsa3ga6JZEEyhZm75o ZLSCA4l0oFdd7fwt/mO+hg== 0001021890-98-000219.txt : 19981221 0001021890-98-000219.hdr.sgml : 19981221 ACCESSION NUMBER: 0001021890-98-000219 CONFORMED SUBMISSION TYPE: 424B1 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19981218 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PEASE OIL & GAS CO /CO/ CENTRAL INDEX KEY: 0000076878 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 870285520 STATE OF INCORPORATION: NV FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 424B1 SEC ACT: SEC FILE NUMBER: 333-44305 FILM NUMBER: 98772122 BUSINESS ADDRESS: STREET 1: 751 HORIZON COURT STE 203 STREET 2: P O BOX 60219 CITY: GRAND JUNCTION STATE: CO ZIP: 81506-8718 BUSINESS PHONE: 9702455917 MAIL ADDRESS: STREET 1: 751 HORIZON CT STE 203 STREET 2: P O BOX 60219 CITY: GRAND JUNCTION STATE: CO ZIP: 81506-8758 FORMER COMPANY: FORMER CONFORMED NAME: WILLARD PEASE OIL & GAS CO DATE OF NAME CHANGE: 19920703 424B1 1 SUPPLEMENT TO PROSPECTUS DATED APRIL 23, 1998 SUPPLEMENT TO PEASE OIL AND GAS COMPANY PROSPECTUS DATED APRIL 23, 1998 On December 1, 1998 Pease Oil and Gas Company completed a reverse stock split. As a result of the reverse stock split, the total number of authorized shares of common stock which we may issue was reduced from 40,000,000 shares to 4,000,000 shares. Correspondingly, each 10 shares of outstanding common stock were automatically reduced to one share. Following the reverse stock split there were approximately 1,600,705 shares of common stock outstanding. As a result of the reverse stock split, this Prospectus relates to resale by the Selling Securityholders named in the Prospectus of 1,025,885 shares of common stock to be issued to such persons upon conversion of Series B 5% PIK Cumulative Convertible Preferred Stock of the Company for resale by the Selling Securityholders. As a result of the reverse stock split, the price at which the Series B 5% PIK Cumulative Convertible Preferred Stock may be converted into common stock of the Company was adjusted. As of December 2, 1998, the conversion price would be approximately $0.86. The conversion price may not be higher than $8.29 in the future under terms of the preferred stock. Using the conversion price on December 2, 1998, the outstanding shares of Series B 5% PIK Cumulative Convertible Preferred Stock of the Company would be convertible into approximately 6.3 million shares of common stock. The Company presently has only approximately 1.54 million shares of unreserved common stock which would be available for issuance if the preferred stock is converted. All information included in our Prospectus dated April 23, 1998 is hereby modified as necessary to reflect the reverse stock split described above. The date of this Prospectus is December 2, 1998 -----END PRIVACY-ENHANCED MESSAGE-----