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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) June 8, 2000
CONTANGO OIL & GAS COMPANY
(Exact Name of Registrant as Specified in Its Charter)
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NEVADA 000-24971 95-4067606
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
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3700 BUFFALO SPEEDWAY, SUITE 960
HOUSTON, TEXAS 77098
(Address of principal executive offices)
(713) 960-1901
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report.)
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ITEM 5. OTHER EVENTS.
On June 8, 2000, Contango Oil & Gas Company (the "Company") sold in a
private placement 2,500,000 shares of common stock at $1.00 per share to the
Southern Ute Indian Tribe doing business as the Southern Ute Indian Tribe Growth
Fund for net proceeds of $2,500,000. Additionally, the Company granted to the
Southern Ute Indian Tribe Growth Fund a 90-day option to purchase an additional
2,500,000 shares of common stock for $2,500,000. As a result of the transaction,
the Southern Ute Indian Tribe Growth Fund owns approximately 12.5% of the
Company's outstanding common stock. As part of the Securities Purchase
Agreement, the Company's Board of Directors appointed Robert J. Zahradnik,
Director of Operations - Growth Fund, as a Director of the Company, and the
Company has agreed that until the earlier of five years or such time as the
Southern Ute Indian Tribe Growth Fund holds less than 5% of the Company's
outstanding stock, the Company will use its best efforts to cause one of its
directors to be an individual selected by Southern Ute Indian Tribe Growth Fund
in its discretion. The issuance of the securities to the Southern Ute Indian
Tribe Growth Fund was exempt from registration under Section 4(2) of the
Securities Act, as it did not involve a public offering of securities.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS
The following is a list of exhibits filed as part of this Form 8-K.
Where so indicated by footnote, exhibits, which were previously filed, are
incorporated by reference.
Exhibit No. Description of Document
10.1 Securities Purchase Agreement by and between Contango Oil &
Gas Company and the Southern Ute Indian Tribe doing business
as the Southern Ute Indian Tribe Growth Fund dated June 8,
2000.
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.
CONTANGO OIL & GAS COMPANY
Date: June 14, 2000 By: /s/ KENNETH R. PEAK
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Kenneth R. Peak
President and Chief Executive Officer
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EXHIBIT INDEX
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Exhibit No. Description of Document
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10.1 Securities Purchase Agreement by and between Contango Oil &
Gas Company and the Southern Ute Indian Tribe doing business
as the Southern Ute Indian Tribe Growth Fund dated June 8,
2000.
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