SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------------------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): April 21, 1999
CHAPARRAL RESOURCES, INC.
(Exact Name of Registrant as Specified in Charter)
COLORADO 0-7261 84-0630863
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
2211 Norfolk Street, Suite 1150
Houston, Texas 77098
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (713) 807-7100
<PAGE>
Item 5. Other Events
- --------------------
At a Special Meeting of the Shareholders (the "Special Meeting") of
Chaparral Resources, Inc. (the "Registrant") held on April 21, 1999, the
shareholders approved a proposal to amend Article Fourth of the Registrant's
Amended and Restated Articles of Incorporation (the "Amendment") to effect, as
of April 21, 1999, a reverse stock split in which one new share of common stock,
par value $0.10 per share, of the Registrant was exchanged for every 60 shares
of common stock, par value $0.10 per share, of the Registrant presently
authorized, issued, and outstanding (the "Reverse Stock Split"). No scrip or
fractional shares certificates were issued in connection with the Reverse Stock
Split. Fractional shares resulting from the Reverse Stock Split were rounded
upward to the nearest whole share so that no shareholder was deprived of any
shares. Approximately 50.2% of the shareholders entitled to notice of and to
vote at the Special Meeting voted in favor of the Reverse Stock Split.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
- ---------------------------------------------------------------------------
(c) Exhibits.
Number Exhibit
- ------ -------
99.1 Press Release, dated April 21, 1999, of Chaparral Resources, Inc.
<PAGE>
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.
CHAPARRAL RESOURCES, INC.
Date: April 29, 1999 By: /s/ Michael B. Young
------------------------------------
Michael B. Young, Treasurer
Exhibit 99.1
CHAPARRAL
CHAPARRAL RESOURCES, INC.
- --------------------------------------------------------------------------------
NEWS RELEASE
***For Immediate Release***
For further information:
Natalie S. Hairston
713/807-7100
CHAPARRAL RESOURCES, INC. ANNOUNCES REVERSE STOCK SPLIT AND REINCORPORATION
Houston, Texas, April 22, 1999 -- Chaparral Resources, Inc. (NASDAQ: CHAR)
announced today that at the Special Meeting of Shareholders held on April 21,
1999, the Company's Shareholders approved proposals to (a) effect a reverse
stock split in which one share of the Company's common stock will be exchanged
for every 60 shares of Company's outstanding common stock (the "Reverse Stock
Split") and (b) reincorporate the Company by changing the state of incorporation
from Colorado to Delaware (the " Reincorporation"). The Reverse Stock Split and
Reincorporation were effective as of the close of business of April 21, 1999.
The Company is also pleased to announce the first sale of oil from the
Karakuduk Field in Kazakhstan. The first sale was approximately 95,000 barrels
and was consummated on April 8, 1999 through the international market.
The Company also announced that It was informed by Karakuduk Munai, Inc.
("KKM"), the joint venture entity through which the Company indirectly owns its
interest in the Karakuduk Field, that the owner of the drilling rig currently
working in the Karakuduk Field has terminated its contract with Challenger Oil
Services, PLC ("Challenger"). Consequently, on April 20, 1999, KKM notified
Challenger that KKM was terminating the drilling contract between KKM and
Challenger. It is the Company's understanding that KKM is actively pursuing
alternative contractual arrangements to continue drilling operations in the
Karakuduk Field.
Chaparral Resources, Inc. is an international oil and gas exploration and
production company. The Company participates in the development of the Karakuduk
Field through KKM of which the Company is the operator. The Company owns a 50%
beneficial ownership interest in KKM with the other 50% ownership interest being
held by Kazakh investors, including KazakhOil, the government-owned oil company.
Information Regarding Forward-Looking Statements: Except for historical
information contained herein, the statements in this Press Release are
forward-looking statements that are made pursuant to the safe harbor provisions
of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements involve known and unknown risks and uncertainties which may cause the
Company's actual results in future periods to differ materially from forecasted
results. These risks and uncertainties include, among other things, the ability
of the Company to secure financing, volatility of oil prices, product demand,
market competition, risks inherent in the Company's international operations,
imprecision of reserve estimates and the Company's ability to replace and expand
oil and gas reserves. These and other risks are described in the Company's
Annual Report on Form 10-K and other filings with the Securities and Exchange
Commission.
###