-----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, F8aTZw62jJqOYZZM/F1zJzvFbsevlT4L2SpP0+5JRNVybRFe8r71aeqBB3djnr+5 RPWZnxhVZaNtCKSaJPGXNw== 0000930661-97-000982.txt : 19970418 0000930661-97-000982.hdr.sgml : 19970418 ACCESSION NUMBER: 0000930661-97-000982 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970416 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970417 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: GOTHIC ENERGY CORP CENTRAL INDEX KEY: 0000878482 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 222663839 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19753 FILM NUMBER: 97582771 BUSINESS ADDRESS: STREET 1: 5727 S LEWIS AVE STE 700 STREET 2: P O BOX 186 CITY: TULSARD STATE: OK ZIP: 74105 BUSINESS PHONE: 9187495666 FORMER COMPANY: FORMER CONFORMED NAME: TNC MEDIA INC DATE OF NAME CHANGE: 19930328 8-K 1 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) April 16, 1997 Gothic Energy Corporation - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Oklahoma 0-19753 22-2663839 - -------------------------------------------------------------------------------- (State or other jurisdiction (commission (IRS Employer of incorporation) File Number) Identification No.) 5727 South Lewis Avenue, Suite 700, Tulsa, Oklahoma 74105 --------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code: (918) 749-5666 -------------- - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS: On April 16, 1997, Gothic Energy Corporation ("Gothic") announced that it had signed a letter of intent with Pittencrieff Resources plc, a U.K. company, for Gothic to make an offer to purchase, in accordance with the Takeover Code of the United Kingdom, all of the outstanding capital stock of Pittencrieff. A copy of the press release is attached hereto as an exhibit. The making of the offer is subject to various conditions including, among others, the completion by Gothic of acquisition financing. The aggregate purchase price for the shares, assuming all shares are tendered, is (Pounds)34.5 million (UK) (approximately $56,342,000 US, based on current exchange rates), or 60 pence (UK) (approximately $0.979 US) per share. Pittencrieff is an oil and gas exploration and production company with various interests in approximately 1,600 producing oil and gas wells in the United States and Canada. Pittencrieff is the operator of approximately 330 of these wells. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS: (a) Financial statements of businesses acquired. Not applicable (b) Pro forma financial information. Not applicable (c) Exhibits. (i) Copy of press release dated April 16, 1997. - 1 - SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused thus report to be signed on its behalf by the undersigned hereunto duly authorized. Gothic Energy Corporation By: /s/ Michael K. Paulk ----------------------------------- Michael K. Paulk, President Dated: April 17, 1997 - 2 - EX-99.(I) 2 EXHIBIT (I) NEWS RELEASE EXHIBIT (i) GOTHIC ENERGY CORPORATION 5727 South Lewis Avenue - Suite 700 Tulsa, Oklahoma 74105 (918) 749-5666 FOR IMMEDIATE RELEASE APRIL 16, 1997 GOTHIC ENERGY CORPORATION SIGNS LETTER OF INTENT TO ACQUIRE PITTENCRIEFF Tulsa, Oklahoma: Gothic Energy Corporation (NASDAQ - GOTH) announced today that it had signed a letter of intent with Pittencrieff Resources plc, a U.K. company (LSE-PTR) for Gothic to make an offer to purchase, in accordance with the Takeover Code of the United Kingdom, all of the outstanding capital stock of Pittencrieff. The making of the offer is subject to various conditions including, among others, the completion by Gothic of acquisition financing. The aggregate purchase price for the shares, assuming all shares are tendered, is (Pounds)34.5 million (UK) (approximately $56,342,000 US, based on current exchange rates), or 60 pence (UK) (approximately $0.979 US) per share. Pittencrieff is an oil and gas exploration and production company with various interests in approximately 1,600 producing oil and gas wells in the United States and Canada. Pittencrieff is the operator of approximately 330 of these wells. Gothic Energy Corporation is an oil and gas acquisition, exploitation, development and production company headquartered in Tulsa, Oklahoma. The financial advisor to Gothic is Oppenheimer & Co., Inc. and the financial advisor to Pittencrieff is Guinness Mahon & Co. Limited. -----END PRIVACY-ENHANCED MESSAGE-----