0000899243-01-501595.txt : 20011030 0000899243-01-501595.hdr.sgml : 20011030 ACCESSION NUMBER: 0000899243-01-501595 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011025 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011026 FILER: COMPANY DATA: COMPANY CONFORMED NAME: 3TEC ENERGY CORP CENTRAL INDEX KEY: 0000903267 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 631081013 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14745 FILM NUMBER: 1768009 BUSINESS ADDRESS: STREET 1: 700 MILAM STREET STREET 2: SUITE 1100 CITY: HOUSTON STATE: TX ZIP: 77002-2 BUSINESS PHONE: 7138217100 FORMER COMPANY: FORMER CONFORMED NAME: MIDDLE BAY OIL CO INC DATE OF NAME CHANGE: 19930504 8-K 1 d8k.txt 3TEC ENERGY 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): OCTOBER 25, 2001 3TEC ENERGY CORPORATION (Exact name of Registrant as specified in its charter) DELAWARE 001-14745 63-1081013 ------------------------------- ---------------- ------------------ (State or other jurisdiction (Commission File (IRS Employer of incorporation) Number) Identification No.) 700 Milam Street, Suite 1100, Houston, Texas 77002 (Address of principal executive offices and zip code) (713) 821-7100 Registrant's telephone number, including area code ITEM 5 - OTHER EVENTS 3TEC Energy Corporation ("3TEC") announced October 25, 2001, that it has entered into a definitive merger agreement with Enex Resources Corporation ("Enex"). Pursuant to the terms of the merger agreement, 3NEX Acquisition Corporation, a wholly-owned subsidiary of 3TEC, will merge with Enex, with Enex being the surviving corporation. Closing is subject to customary closing conditions and approval by Enex stockholders. A special meeting of Enex stockholders is expected to be held December 10, 2001. If the merger is approved by the Enex stockholders, each share of Enex common stock (other than shares owned by 3TEC) will be converted into the right to receive $14.00 per share in cash. The October 25, 2001 press release is filed herewith as Exhibit 99.1, and is incorporated herein by reference. ITEM 7 - FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits. The following exhibits are filed herewith: 99.1 Press Release issued by the Registrant on October 25, 2001 SIGNATURES In accordance with the requirements of the Exchange Act, the Registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. 3TEC Energy Corporation (Registrant) Date: October 26, 2001 By: /s/ Floyd C. Wilson ---------------------- Floyd C. Wilson Chief Executive Officer and Chairman of the Board INDEX TO EXHIBITS 99.1 Press Release dated October 25, 2001. EX-99.1 3 dex991.txt PRESS RELEASE DATED OCTOBER 25, 2001 EXHIBIT 99.1 P R E S S R E L E A S E FOR IMMEDIATE RELEASE FOR FURTHER INFORMATION CONTACT: Shane M. Bayless 713.821.7160 sbayless@3tecenergy.com 3TEC Energy Corporation and Enex Resources Corporation Announce Merger Agreement Houston, Texas, October 25, 2001.... 3TEC Energy Corporation ("3TEC") (NASDAQ: TTEN) and Enex Resources Corporation ("Enex") (OTC BB:ENEX.OB) jointly announced today that they have entered into a definitive merger agreement. Pursuant to the terms of the agreement a wholly-owned subsidiary of 3TEC will merge into Enex. 3TEC currently owns 80% of the outstanding common stock of Enex. Closing of the transaction is subject to the approval of Enex's stockholders and other customary closing conditions. A special meeting of Enex stockholders expected to be held in December, 2001. If the merger is approved, each share of Enex common stock (other than shares owned by 3TEC) will be converted into the right to receive $14.00 per share in cash. 3TEC Energy Corporation is engaged in the acquisition, development, production and exploration of oil and natural gas, with properties geographically concentrated in East and South Texas and the Gulf Coast region. The information contained in this press release may contain projections, estimates and other forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Although the Company believes that its expectations are based on reasonable assumptions, it can give no assurance that its goals will be achieved. Important factors that could cause actual results to differ materially from those included in the forward-looking statements include the timing and extent of changes in commodity prices for oil and gas, environmental risks, drilling, producing and operating risks, including the risk that significant properties do not achieve projected results, risks related to exploration and development including risks relating to the lack of economic drilling prospects, the inability of the Company to achieve expected efficiencies in controlling expenses, uncertainties about the estimates of reserves, government regulation, competition and the ability of the Company to meet its stated business goals.