U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
AMENDMENT NO. 1 TO
FORM 10-K
[ X ] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1997 [ ] TRANSITION REPORT
UNDER SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from _____________ to _______________.
Commission file number 1-12322
SABA PETROLEUM COMPANY
(Exact Name of registrant as specified in its Charter)
Delaware 47-0617589
(State or other jurisdiction of (I.R.S. Employer Identification Number)
incorporation or organization)
3201 Airpark Drive, Suite 201
Santa Maria, California 93455
(Address of principal executive offices) (Zip Code)
Issuer's telephone number (805) 347-8700
Securities registered under Section 12(b) of the
Exchange Act:
Title of each class Name of each Exchange
on which registered
Convertible Senior Subordinated Debentures American Stock Exchange
Common Stock, $0.001 Par Value American Stock Exchange
Indicate by check mark whether the Registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. [ X ] YES [ ] NO
On April 13, 1998, the aggregate market value of shares of voting stock of
Registrant held by non-affiliates was approximately $25,051,992 based on a
closing sales price on the American Stock Exchange of $3.50.
As of April 13, 1998, 10,947,393 shares of the Registrant's Common Stock were
outstanding.
Portions of the Registrant's Proxy Statement for the 1998 Annual Meeting of
Stockholders to be filed with the Securities and Exchange Commission, not later
than 120 days after close of its fiscal year, pursuant to Regulation 14A, are
incorporated by reference into Items 10, 11, 12, and 13 of Part III of this
annual report.
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-B is not contained herein, and will not be contained, to the
best of Registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.[ X ]
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Saba Petroleum Company hereby amends its report on Form 10-K filed with the
Securities and Exchange Commission on April 15, 1998, by substituting the
following text in replacement of the same text which appears on the indicated
page numbers of the original filing:
PART I
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Louisiana
The Company acquired an 80% working interest in the Potash Field in
September 1997 and subsequent to 1997 year end acquired the remaining 20%
working interest. The proved reserves to the Company's interest in the field are
approximately 13.9 Bcf and approximately 1.3 MMBbl. Current (as of April 1998)
production from the field is averaging 375 Bopd and 4.0 MMcfd. Increases in
productivity and possibly reserves are expected to be achieved through
completion of a number of potential zones presently behind pipe in existing
wells. These potential producing zones range in depth from 1,500 to 15,000 feet.
Further technical programs, including a possible 3-D seismic shoot, are planned
to evaluate the exploration potential of the Company lands associated with this
field. The Company owned a 40.5% working interest in the Manila Village field
and subsequent to year end 1997 acquired an additional 10.2% working interest.
The Company's net reserves, including the 1998 acquired interest, are
approximately 327 MBbl and 156 MMcf. Current gross production is averaging 900
BOEPD. A workover of a shut-in well is scheduled for 1998 in order to increase
field production. A 3-D seismic program is being interpreted to determine
additional opportunities to further develop this field.
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Proved undeveloped reserves: Proved undeveloped oil and gas reserves are
reserves that are expected to be recovered from new wells on undrilled acreage,
or from existing wells where a relatively major expenditure is required for
recompletion. Reserves on undrilled acreage shall be limited to those drilling
units offsetting productive units that are reasonably certain of production when
drilled. Proved reserves for other undrilled units can be claimed only where it
can be demonstrated with certainty that there is continuity of production from
the existing productive formation. Under no circumstances should estimates for
proved undeveloped reserves be attributable to any acreage for which an
application of fluid injection or other improved recovery technique is
contemplated, unless such techniques have been proved effective by actual tests
in the area and in the same reservoir.
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Item 2. Description of Property
The proved developed and proved undeveloped oil and gas reserve figures
(see "Glossary" for a definition of those terms according to the rules of the
Securities and Exchange Commission, which have been applied in estimating
presented in this report are estimates based on reserve reports prepared by
independent petroleum engineers. The estimation of reserves requires substantial
judgment on the part of the petroleum engineers, resulting in imprecise
determinations, particularly with respect to new discoveries. Estimates of
reserves and of future net revenues prepared by different petroleum engineers
may vary substantially, depending, in part, on the assumptions made, and may be
subject to material adjustment. Estimates of proved undeveloped reserves (see
"Glossary" for a definition), comprise a substantial portion of the Company's
reserves and, by definition, had not been developed at the time of the
engineering estimate. The accuracy of any reserve estimate depends on the
quality of available data as well as engineering and geological interpretation
and judgment. Results of drilling, testing and production or price changes
subsequent to the date of the estimate may result in changes to such estimates.
The estimates of future net revenues in this report reflect oil and gas prices
and production costs as of the date of estimation, without escalation, except
where changes in prices were fixed under existing contracts. There can be no
assurance that such prices will be realized or that the estimated production
volumes will be produced during the periods specified in such reports. At
December 31, 1997, the price of West Texas Sweet Intermediate Crude (a benchmark
crude), was $15.50 per barrel and the comparable price at March 31, 1998 was
$13.25per barrel. Quotations for the comparable periods for natural gas were
$2.45 per Mcf and $2.20 per Mcf, respectively. The estimated reserves and future
net revenues may be subject to material downward or upward revision based upon
production history, results of future development, prevailing oil and gas prices
and other factors. A material decrease in estimated reserves or future net
revenues could have a material adverse effect on the Company and its operations.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the Registrant has duly caused this amendment to its report to be
signed on its behalf by the undersigned, thereunto duly authorized, in the city
of Santa Maria, State of California, on the 1st day of July, 1998.
Date: July 1, 1998 SABA PETROLEUM COMPANY
------------------------------
(Registrant)
By: /s/
Dr. Charles A. Kohlhaas
Chief Executive Officer and President
(Principal Executive Officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this Report
has been signed by the following persons on the 1st day of July, 1998, on behalf
of the Registrant in the capacities indicated:
<TABLE>
<CAPTION>
Signature Title
<S> <C>
/s/ Chairman of the Board, Chief Executive Officer
Ilyas Chaudhary and Director
/s/ Chief Financial Officer, Vice President,
Walton C. Vance Secretary and Director (Principal Financial
and Accounting Officer)
/s/ Director
Alex S. Cathcart
/s/ Director
Faysal Sohail
/s/ Director
Ron Ormand
/s/ Director
William N. Hagler
</TABLE>
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