-----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, RDCloNKFrbGqm/sMpr4XKcG0UfN5DLIG0j8nVTEWL8oOAVndCQMBvKWSWJlRlxaz F5L2Gk/FgBfdLx/vGNg2dg== 0000930661-99-000834.txt : 19990416 0000930661-99-000834.hdr.sgml : 19990416 ACCESSION NUMBER: 0000930661-99-000834 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990413 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990415 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AVIVA PETROLEUM INC /TX/ CENTRAL INDEX KEY: 0000910659 STANDARD INDUSTRIAL CLASSIFICATION: CRUDE PETROLEUM & NATURAL GAS [1311] IRS NUMBER: 751432205 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-13440 FILM NUMBER: 99594405 BUSINESS ADDRESS: STREET 1: 8235 DOUGLAS AVE STREET 2: STE 400 CITY: DALLAS STATE: TX ZIP: 75225 BUSINESS PHONE: 2146913464 MAIL ADDRESS: STREET 1: 8235 DOUGLAS AVE STREET 2: STE 400 CITY: DALLAS STATE: TX ZIP: 75225 8-K 1 FORM 8-K UNITED STATES 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 13, 1999 AVIVA PETROLEUM INC. (Exact name of registrant as specified in its charter) Texas 0-22258 75-1432205 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation or organization) Identification Number) 8235 Douglas Avenue, 75225 Suite 400, Dallas, Texas (Zip Code) (Address of principal executive offices) (214) 691-3464 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) Item 5. Other Events The press release dated April 13, 1999, that is filed herewith as Exhibit 20.1 is incorporated herein by reference. Item 7. Exhibits c) Exhibits 20.1 Press release dated April 13, 1999, updating the merger plans between Aviva Petroleum Inc. and Sharpe Resources Corporation. 1 SIGNATURES ---------- 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 thereunto duly authorized. AVIVA PETROLEUM INC. Date: April 14, 1999 /s/ James L. Busby ------------------------------------ James L. Busby Treasurer and Secretary (principal financial and accounting officer) 2 EXHIBITS Number Description of Exhibit - ------ ---------------------- **20.1 Press release dated April 13, 1999, updating the merger plans between Aviva Petroleum Inc. and Sharpe Resources Corporation. - ----------- ** Filed Herewith 3 EX-20.1 2 PRESS RELEASE Exhibit 20.1 PRESS RELEASE [LOGO OF AVIVA APPEARS HERE] - -------------------------------------------------------------------------------- AVIVA / SHARPE MERGER UPDATE Dallas, Texas [April 13, 1999] . . . The chief executives of Sharpe Resources Corporation (SHO-ME) and Aviva Petroleum Inc. (LSE-AVP) report that the proposed merger of the two companies announced on March 4, 1999 is proceeding as a result of current discussions with lenders on restructuring Aviva's $15 million secured debt. The lenders have agreed, subject to final approvals, to accept $5 million in cash, $3 million of preferred stock in the merged entity and 25% of the Sharpe common stock to be issued to Aviva shareholders. Funding of the $5 million cash payment to Aviva's lenders is expected to come from debt and equity financing. The merger itself is subject to final negotiation, execution and delivery of definitive agreements, and approval by the board of directors and shareholders of both companies. Roland Larsen, CEO of Sharpe, and Ron Suttill, CEO of Aviva, both commented that they are pleased to have been able to reach an agreement with lenders that allows the merged company to become active again in a potentially profitable oil and gas industry environment. The Companies are engaged in exploration for and development and production of oil and gas in Colombia, onshore and offshore in the United States, and Papua New Guinea. Aviva's depositary shares, one of which equals five common shares, have been delisted from trading on the American Stock Exchange. Aviva expects that the depositary shares will trade over-the-counter in the near future. Safe Harbor for Forward-Looking Statements: Except for historical information contained herein, the statements in this press release are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties which may cause the Companies' actual results in future periods to differ materially from forecasted results. These risks and uncertainties include, among other things, general economic conditions, volatility of oil and gas prices, the impact of possible geopolitical occurrences world-wide, imprecision of reserve estimates, changes in laws and regulations, unforeseen engineering and mechanical or technological difficulties in drilling or working-over wells, and other risks described in the Companies' filings with the Securities and Exchange Commission. Further Information: Ron Suttill, Aviva Petroleum Inc. 214 691 3464 Roland Larsen, Sharpe Resources Corporation 713 652 3828 -----END PRIVACY-ENHANCED MESSAGE-----