SEAGULL ENERGY CORP
8-K, 1998-06-04
NATURAL GAS TRANSMISISON & DISTRIBUTION
Previous: ROSELAND OIL & GAS INC, DEF 14A, 1998-06-04
Next: ARCH PETROLEUM INC /NEW/, 8-K, 1998-06-04



                                  UNITED STATES

                       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 (Date of earliest event reported) JUNE 1, 1998

                           SEAGULL ENERGY CORPORATION

             (Exact name of registrant as specified in its charter)

           TEXAS                          1-8094                 74-1764876
(State or other jurisdiction of     (Commission File         (I.R.S. Employer
incorporation or organization)           Number)             Identification No.)

             1001 FANNIN, SUITE 1700, HOUSTON, TEXAS 77002-6714
            (Address of principal executive offices) (Zip code)

                                 (713) 951-4700

              (Registrant's telephone number, including area code)

                                      None

              (Former name, former address and former fiscal year,
                          if changed since last report)


<PAGE>

                           Seagull Energy Corporation


ITEM 2.  ACQUISITION OR DISPOSITION OF ASSETS.

     On June 1, 1998,  Seagull E&P,  Inc., a wholly owned  subsidiary of Seagull
Energy  Corporation,  ("Seagull" or the  "Company"),  completed  its  previously
announced   purchase  pursuant  to  a  Purchase  and  Sale  Agreement  with  the
shareholders  of  BRG  Petroleum,  Inc.  (the  "BRG  Shareholders"),   BRG  1998
Consolidated Limited Partnership, BRG 1997 Consolidated Limited Partnership, BRG
1996-I Oil & Gas Limited Partnership,  BRG 1996-II Oil & Gas Income Fund Limited
Partnership,  BRG 1993-I Oil and Gas Limited  Partnership,  BRG 1992-I Oil & Gas
Income Fund Limited Partnership, BRG 1990-II Oil and Gas Limited Partnership and
BRG 1989-II Oil & Gas Income Fund Limited  Partnership  (collectively,  the "BRG
Partnerships")  and the  participants in the BRG 1997-I Oil and Gas Program (the
"1997-I Program Participants").  Under the Purchase and Sale Agreement,  Seagull
purchased  the  stock of BRG  Petroleum,  Inc.  ("BRG"),  all of the oil and gas
assets  of each of the BRG  Partnerships  (collectively,  the  "BRG  Partnership
Properties") and all of the oil and gas properties and related  interests the of
1997-I Program  Participants (the "1997-I  Properties") for  approximately  $101
million in cash,  excluding  working capital  adjustments  which were minor. The
Company  funded  the  acquisition  of the  stock  of BRG,  the  BRG  Partnership
Properties and the 1997-I  Properties  (collectively,  the "BRG Assets") through
existing credit facilities.

         The BRG Assets include proved oil and gas reserves of 102 billion cubic
feet of natural gas equivalents  ("Bcfe").  BRG operates more than 70 percent of
600 currently  producing oil and gas wells in  approximately  140 fields.  Daily
production  from the  properties  net to the  combined  BRG  interests  averaged
approximately  18 million  cubic feet of gas and 400  barrels of oil and natural
gas liquids in 1997. The most  significant of the BRG Assets are concentrated in
East Texas, primarily in Freestone, Upshur, Rusk and Nacogdoches counties.

         The descriptions of the agreement  pursuant to which Seagull  purchased
the BRG Assets set forth above are  qualified  by  reference to the Purchase and
Sale  Agreement  which is an  exhibit to the  Current  Report on Form 8-K and is
incorporated herein by reference.

ITEM 7.  FINANCIAL STATEMENTS, PRO-FORMA FINANCIAL INFORMATION AND EXHIBITS.

 (c)     Exhibits.

         2.1      Purchase and Sale  Agreement,  dated as of March 30, 1998,  by
                  and  between  Seagull  E&P Inc.  and the  shareholders  of BRG
                  Petroleum,  Inc., et al. (incorporated by reference to Exhibit
                  10.6 to  Quarterly  Report on Form 10-Q for the quarter  ended
                  March 31, 1998).

                                      -2-
<PAGE>
                           Seagull Energy Corporation
                          
                                   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.

Date:    June 4, 1998

                                                     SEAGULL ENERGY CORPORATION

                                            By:       /s/ William L. Transier

                                                     William L. Transier

                                                     Senior Vice President and
                                                     Chief Financial Officer
                                                     (Principal Financial
                                                     Officer)

                                      -3-
<PAGE>





                                  Exhibit Index

                                                                          Page

2.1            Purchase and Sale  Agreement,  dated as of March 30, 1998,
               by and between Seagull E&P Inc. and the shareholders
               of BRG Petroleum,  Inc.,  et al.(incorporated  by 
               reference to Exhibit 10.6 to Quarterly Report on Form 10-Q
               for the quarter ended March 31, 1998).


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission