<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
-------------------
FORM 8-K
CURRENT REPORT FILED PURSUANT TO SECTION 13 OR
15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
DATE OF REPORT
(DATE OF EARLIEST EVENT REPORTED): FEBRUARY 9, 1998
THE HOUSTON EXPLORATION COMPANY
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 001-11899 22-2674487
(STATE OR OTHER JURISDICTION OF (COMMISSION FILE NUMBER) (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
1100 LOUISIANA, SUITE 2000
HOUSTON, TEXAS 77002
(ADDRESS OF PRINCIPAL
EXECUTIVE OFFICES
AND ZIP CODE)
(713) 830-6800
(REGISTRANT'S TELEPHONE NUMBER,
INCLUDING AREA CODE)
<PAGE> 2
ITEM 5. OTHER EVENTS
On February 9, 1998, The Houston Exploration Company issued a press
release which announced the commencement of the private offering of an
aggregate of $150,000,000 of Senior subordinated notes due 2008.
The press release is filed as an exhibit to this Current Report on Form 8-K
pursuant to Rule 135c under the Securities Act of 1933, as amended.
ITEM 7. EXHIBITS
Exhibit 99.1 -- Press Release
-2-
<PAGE> 3
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 hereunto duly authorized.
THE HOUSTON EXPLORATION COMPANY
Date: February 9, 1998
By: /s/ James G. Floyd
------------------------------------------
James G. Floyd
President and Chief Executive Officer
-3-
<PAGE> 4
INDEX TO EXHIBITS
EXHIBITS DESCRIPTION
NUMBER
Exhibit 99.1 ---- Press Release
-4-
<PAGE> 1
EXHIBIT 99.1
HOUSTON EXPLORATION ANNOUNCES $150 MILLION OFFERING
OF SENIOR SUBORDINATED NOTES PURSUANT TO RULE 144A/REG S
AND PROPOSED ACQUISITION OF NATURAL GAS AND OIL PROPERTIES
Houston, Texas, February 9, 1998 -- The Houston Exploration Company
(NYSE:THX) announced today that the Company intends to offer an aggregate of
$150 million of senior subordinated notes due 2008. The offering will be made
by means of an offering memorandum to qualified institutional buyers and certain
foreign purchasers, and the securities will have certain registration rights
associated therewith. The Company currently anticipates that the offering will
commence during the week of February 9, 1998.
The Company also announced that it has entered into a non-binding
letter of intent with respect to the acquisition of natural gas and oil
properties located onshore in South Louisiana representing 45 Bcfe of net proved
reserves and other assets as of November 1, 1997. The average net production in
December 1997 attributable to such properties was approximately 14 Mmcfe per
day. The non-binding letter of intent provides for the Company to pay $60
million in cash for the properties to be acquired. The completion of the
proposed acquisition is subject to numerous conditions, including the completion
of due diligence and the negotiation and execution of binding agreements, among
others; accordingly, no assurance can be made that the proposed acquisition will
be completed.
The Company anticipates that the proceeds to the Company from its
offering of senior subordinated notes will be used to repay amounts outstanding
under the Company's revolving credit facility and for working capital, including
payment of a portion of the purchase price of the proposed acquisition, if
completed.
-1-
<PAGE> 2
The offering of the senior subordinated notes has not been and will
not be registered under the Securities Act of 1933. The senior subordinated
notes may not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements.
The Houston Exploration Company (NYSE:THX) is a Houston-based
independent natural gas and oil company engaged in the exploration, development
and acquisition of domestic natural gas and oil properties. The Company's
offshore properties are located in the Gulf of Mexico, and its onshore
properties are located in South Texas, the Arkoma Basin, East Texas and West
Virginia. Information on the Company can be found on the Company's web site at
(www.houstonexploration.com).
# # #
This news release contains forward-looking statements within the meaning of the
Securities Litigation Reform Act that involve risks and uncertainties,
including price volatility, development, operational, implementation and
opportunity risks, and other factors described from time to time in the
Company's publicly available SEC reports, which could cause actual results to
differ materially from those expected.
(RULE 135c)
-2-
