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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: February 17, 2000
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(Date of earliest event reported)
FORMAN PETROLEUM CORPORATION
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(Exact name of Registrant as specified in charter)
Louisiana 333-31375 72-0954774
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(State or other juris- (Commission (IRS Employer
diction of incorporation) File No.) Identification No.)
650 Poydras Street, Suite 2200, New Orleans, Louisiana 70130
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone no., including area code: (504) 586-8888
N/A
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(Former Name or Former Address, if Changed Since Last Report)
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ITEM 5. OTHER EVENTS.
Forman Petroleum Corporation ("Forman") issued today two press
releases in which the Company announced that its plan of reorganization was
confirmed by the Bankruptcy Court on December 29, 1999 and became effective on
January 14, 2000. The press releases outline the details of the plan and
announce the names of the new directors and officers of the reorganized Company.
Copies of the press releases are filed with this report as Exhibits 99.7 and
99.8, respectively and are incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS
EXHIBIT NO. DESCRIPTION PAGE NO.
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99.7 Press Release Filed Herewith
99.8 Press Release Filed Herewith
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.
FORMAN PETROLEUM CORPORATION
Dated: February 18, 2000 By: /s/ McLain J. Forman
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McLain J. Forman
Chairman of the Board,
Chief Executive Officer and
President
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INDEX TO EXHIBITS
EXHIBIT NO. DESCRIPTION PAGE NO.
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99.7 Press Release Filed Herewith
99.8 Press Release Filed Herewith
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EXHIBIT 99.7
FOR IMMEDIATE RELEASE Date: February 17, 2000
Contact: Michael Price
Chief Financial Officer
Phone: (504) 586-8888
Fax: (504) 522-1796
Email: [email protected]
Forman Petroleum Corporation announced today that the company's plan of
reorganization was confirmed by the Bankruptcy Court on December 29, 1999 and
became effective on January 14, 2000.
Pursuant to the plan of reorganization confirmed by the Bankruptcy Court,
the company's ongoing operations will be conducted under the direction of a
Board of Directors consisting of three new directors, Nicholas Tell, Jr., Jerry
W. Box, Jeffrey Clarke and McLain J. Forman, the founder of the company.
Nicholas Tell, Jr., is the Managing Director, Capital Markets and Special
Situations, of the Trust Company of the West. Jerry W. Box, currently an oil
and gas industry consultant, served as the President and Chief Operating Officer
of Oryx Energy Company from 1998 until shortly after the merger of Oryx Energy
Company with Kerr-McGee Corporation in early 1999. Jeffrey Clarke has been
since 1994 the President, Chairman and Chief Executive Officer of Coho Energy,
Inc., an independent energy company engaged, through its wholly owned
subsidiaries, in the development and production of, and exploration for, crude
oil and natural gas principally in Mississippi and Oklahoma.
Mr. Tell has been designated as the Chairman of the Board of Directors of
the company. "With the financial restructuring behind us, we are very excited
about Forman's future prospects, as we believe we have the financial flexibility
to capitalize fully on Forman's significant exploratory potential."
Current management of the company has been retained as part of the
restructuring. Mr. Forman remains as Chief Executive Officer, Michael Price as
Chief Financial Officer, and Harold Block, Michael Habetz, Marvin Gay, Michael
Emmerling and Roger Frey as Vice Presidents.
The company and its predecessors have been engaged since 1960 in the
acquisition, exploration, development, exploitation and production of crude oil
and natural gas onshore in south Louisiana.
Certain statements in this press release may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. These statements are made based upon views and assumptions as of the
date hereof regarding future events. Actual results may differ materially from
those expressed or implied. Such differences may result from actions taken by
the company as well as from developments beyond the company's control, including
changes in oil and gas prices and other events described in the company's SEC
filings. There can be no assurance that the forward-looking statements in this
press release will prove to be accurate.
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EXHIBIT 99.8
FOR IMMEDIATE RELEASE Date: February 17, 2000
Contact: Michael Price
Chief Financial Officer
Phone: (504) 586-8888
Fax: (504) 522-1796
Email: [email protected]
Forman Petroleum Corporation announced today that the company's plan
of reorganization was confirmed by the Bankruptcy Court on December 29, 1999 and
became effective on January 14, 2000. The company filed its voluntary petition
for relief under Chapter 11 of the United State Bankruptcy Code in the United
States Bankruptcy Court for the Eastern District of Louisiana (Case No. 99-
14319) on August 6, 1999.
On the effective date of the plan, all the bondholders and preferred
stockholders of the company exchanged their claims for all the common equity in
the company. The details of the plan are as follows: On the effective date (i)
over $90 million of indebtedness and obligations to holders of senior secured
notes and preferred stock were canceled; (ii) all of the issued and outstanding
common stock, preferred stock, warrants, and options were canceled; (iii)
approximately $300,000 of allowed unsecured claims of $30,000 or less were paid
in full in cash; (iv) new common stock was issued to the former holders of the
senior secured notes and the preferred stock; and (v) new warrants to purchase
common stock were issued to McLain Forman, the former holder of all of the
issued and outstanding voting common stock of the company, and to the former
holders of certain warrants. The company will issue within 60 days after the
effective date of the plan approximately $3 million in unsecured promissory
notes to the holders of allowed unsecured claims of more than $30,000, which
claims will be paid in full with interest over 3 years.
