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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
September 29, 1999
(Date of Earliest Event Reported)
EAGLE GEOPHYSICAL, INC.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
000-22863 76-0522659
(Commission File Number) (IRS Employer Identification No.)
2603 Augusta, Suite 1400
Houston, Texas 77056
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (713) 243-6100
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Item 3. Bankruptcy or Receivership.
On September 29, 1999, Eagle Geophysical, Inc. and 16 of its
wholly-owned subsidiaries (collectively, "Eagle") filed petitions for
reorganization under Chapter 11 of the Bankruptcy Code (Case Nos. 99-3481
through 3497) in the United States Bankruptcy Court for the District of
Delaware (the "Bankruptcy Court"). A press release regarding Eagle's
application for bankruptcy protection was made on September 29, 1999, and is
attached hereto as Exhibit 99.1.
Eagle will continue to operate on a business-as-usual basis while
restructuring and has received approval from the Bankruptcy Court for
"debtor-in-possession" interim financing.
In response to Eagle's press release regarding its filing for
protection under Chapter 11, Nasdaq halted trading of Eagle Geophysical, Inc.'s
common stock on September 29, 1999. Trading will remain halted pending receipt
and review of additional information by Nasdaq.
Eagle will cooperate in providing the requested information to Nasdaq.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit 99.1 - Press Release dated September 29, 1999
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.
Date: October 6, 1999
EAGLE GEOPHYSICAL, INC.
By: /S/JAY N. SILVERMAN
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Jay N. Silverman, President
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EXHIBIT 99.1
PRESS RELEASE
EAGLE GEOPHYSICAL, INC. FILES VOLUNTARY PETITION
UNDER CHAPTER 11 OF UNITED STATES BANKRUPTCY CODE
HOUSTON, September 29, 1999 -- Eagle Geophysical, Inc. (Nasdaq: EGEO - news)
announced today that the Company and its U.S. subsidiaries have filed a
voluntary petition in federal court in Wilmington, Delaware under Chapter 11 of
the U.S. Bankruptcy Code. The Company cited substantially reduced demand for
its services due to lower oil company spending on seismic data and burdensome
interest costs from the Company's debt load as the primary factors for the
filing.
The filing in federal court in Delaware will allow the Company to continue its
operations under the protection of the bankruptcy court while it finalizes
discussions with its senior note holders and other major creditors on a
restructuring plan.
To provide liquidity through the reorganization process, including payment of
suppliers and trade creditors, Eagle Geophysical has secured a commitment for
up to $15 million of debtor-in-possession financing from Wells Fargo Business
Credit, a current Eagle Geophysical lender, subject to bankruptcy court
approval.
On Friday, September 24, 1999, Eagle Geophysical's wholly-owned English
subsidiary, Horizon Exploration Ltd., filed administration proceedings in
London, England. Horizon Exploration conducts the Company's offshore seismic
operations. Horizon Exploration plans to continue its offshore seismic data
acquisition operations during this administration under the management of a
third-party administrator, who is a licensed insolvency practitioner. The
administration imposes a moratorium on creditor claims against Horizon
Exploration while the administrator works towards a voluntary arrangement with
creditors under English insolvency law.
Eagle Geophysical has been aggressively pursuing a financial restructuring to
address its liquidity problems and recapitalize its balance sheet since it
retained CIBC World Markets as its financial advisor in May, 1999. The Company
has been conducting substantive discussions since mid-August 1999 with a
committee of holders representing a majority of its outstanding $100,000,000
Senior Notes due 2008. However, continuing liquidity problems and the
expiration of the 60 day grace period for the July 15, 1999 interest payment on
the Senior Notes precipitated the Company's Chapter 11 filing.
"Despite recent increases in oil prices, demand for seismic data acquisition
has not yet significantly improved. The decreased revenues we have experienced
since the first quarter of this year, combined with the debt service
requirements from borrowings we incurred to increase our offshore data
acquisition capabilities have combined to make ongoing operations with our
current capital structure impossible. We determined it was in the best interest
of our customers and financial stakeholders to seek Chapter 11 protection in
order to provide sufficient time and
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resources to effectively complete the restructuring of our business and
position ourselves for anticipated upturn in the seismic data acquisition
business," said Jay Silverman, President and CEO of Eagle Geophysical.
Eagle Geophysical provides onshore and offshore seismic data acquisition
services to the petroleum industry.
Forward-looking statements in this release are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995. Investors
are cautioned that all forward-looking statements involve risks associated with
the uncertainty of market acceptance of the Company's products, limited number
of customers, as well as risks of downturns in economic conditions generally,
risks associated with competition and competitive pricing pressures, and other
risks detailed in the Company's filings with the Securities and Exchange
Commission.
