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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Date of Report (Date of earliest event reported): NOVEMBER 2, 2000
BRIGHAM EXPLORATION COMPANY
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 000-22433 75-2692967
(STATE OR OTHER JURISDICTION (COMMISSION (IRS EMPLOYER
OF INCORPORATION) FILE NUMBER) IDENTIFICATION NO.)
6300 BRIDGEPOINT PARKWAY
BUILDING TWO, SUITE 500
AUSTIN, TEXAS 78730
(ADDRESS, INCLUDING ZIP CODE, OF PRINCIPAL EXECUTIVE OFFICES)
Registrant's telephone number, including area code: (512) 427-3300
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Item 5. OTHER EVENTS.
On November 2, 2000, Brigham Exploration Company ("Brigham") announced
that it entered into a series of financing agreements that provide funding (i)
to repurchase all subordinated debt and equity securities in Brigham held by
affiliates of Enron North America (the "Enron Affiliates") at a substantial
discount, and (ii) to continue and expand Brigham's planned drilling program
into 2001.
Brigham has raised an aggregate of $40 million in these financing
transactions through the issuance of (i) $20 million in new subordinated notes
and warrants to purchase Brigham common stock to Shell Capital Inc., and (ii)
$20 million in new mandatorily redeemable preferred stock and warrants to
purchase Brigham common stock to affiliates of Donaldson, Lufkin & Jenrette.
With a portion of the proceeds from these two financing transactions, Brigham
has purchased all of the Enron Affiliates' interests in Brigham, which included
(i) $51.2 million of outstanding senior subordinated notes due 2003 (which bore
interest at annual rates of 12% to 14%) and associated accrued interest
obligations, (ii) warrants to purchase one million shares of common stock at
$2.43 per share, and (iii) 1,052,632 shares of common stock (collectively, the
"Enron Securities"), for total cash consideration of $20 million. The remaining
approximate $17.5 million in net capital availability raised from these
financing transactions after the repurchase of the Enron Securities and the
payment of estimated fees and expenses will be used by Brigham to fund its
planned drilling program into 2001.
A copy of Brigham's press release regarding these financing
transactions is attached hereto as Exhibit 99.1.
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Item 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
ITEM EXHIBIT
99.1* Press Release dated
November 2, 2000.
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* filed herewith.
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SIGNATURE
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.
BRIGHAM EXPLORATION COMPANY
Date: November 3, 2000 By: /S/ Curtis F. Harrell
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Curtis F. Harrell
Chief Financial Officer
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INDEX TO EXHIBITS
ITEM NUMBER EXHIBIT
99.1* Press Release dated
November 2, 2000.