OCEAN ENERGY INC /TX/
8-K, 1999-11-08
CRUDE PETROLEUM & NATURAL GAS
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<PAGE>   1
==============================================================================

                       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): September 16, 1999

                              --------------------


                               OCEAN ENERGY, INC.
             (Exact name of registrant as specified in its charter)

            Texas                      1-8094               74-1764876
(State or other jurisdiction       (Commission File       (I.R.S. Employer
of incorporation or organization        Number)          Identification Number)

   1001 Fannin, Suite 1600                                   77002-6714
       Houston, Texas                                        (Zip Code)
    (Address of principal
      executive offices)

       Registrant's telephone number, including area code: (713) 265-6000

==============================================================================
<PAGE>   2

Item 5.  Other Events.

     On November 2, 1999, Ocean Energy, Inc., a Texas corporation (the
"Company"), announced the sale of ENSTAR Natural Gas Company and the Alaska
Pipeline Company to SEMCO ENERGY, Inc. for total proceeds of approximately $290
million, as set forth in Exhibit 99.1 hereto. On October 20, 1999, the Company
announced its financial results for the quarter ended September 30, 1999, as set
forth in Exhibit 99.2 hereto. On September 16, 1999, the Company announced the
sale of certain Arkoma Basin assets to Cross Timbers Oil Company for cash
proceeds of approximately $231 million.

     The foregoing summary is subject to the full texts of the press releases
with respect thereto, copies of which are attached hereto as Exhibit 99.1,
Exhibit 99.2 and Exhibit 99.3 and are incorporated herein by reference.


Item 7.  Financial Statements and Exhibits.

(c)      Exhibits.

99.1     Press Release of the Company, dated November 2, 1999.

99.2     Press Release of the Company, dated October 20, 1999.

99.3     Press Release of the Company, dated September 16, 1999.


<PAGE>   3

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.

                                 OCEAN ENERGY, INC.


                                 By:  /s Robert K. Reeves
                                    ----------------------
                                         Robert K. Reeves
                                         Executive Vice President,
                                         General Counsel and Secretary
Dated: November 8, 1999

<PAGE>   4

                                 EXHIBIT INDEX

Exhibit No.           Description
- -----------           ------------

   99.1               Press Release of the Company, dated November 2, 1999.

   99.2               Press Release of the Company, dated October 20, 1999.

   99.3               Press Release of the Company, dated September 16, 1999.



<PAGE>   1

                                                                   EXHIBIT 99.1
FOR IMMEDIATE RELEASE                                        [OCEAN ENERGY LOGO]
November 2, 1999

CONTACT:
John T. Raymond
Vice President - Investor Relations
1001 Fannin, Suite 1600
Houston, Texas 77002
(713) 265-6161


                     OCEAN ENERGY CLOSES SALE OF ENSTAR AND
                    ALASKA PIPELINE COMPANY FOR $290 MILLION

HOUSTON - Ocean Energy, Inc. (NYSE: OEI) announced today that it has finalized
the previously announced sale of ENSTAR Natural Gas Company and the Alaska
Pipeline Company (together known as ENSTAR) to SEMCO ENERGY, Inc. (NASDAQ: SMGS)
for total proceeds of approximately $290 million. The cash proceeds will be used
to reduce the Company's outstanding indebtedness under its revolving credit
facilities and for other corporate purposes. Chase Securities, Inc. acted as
advisor to Ocean Energy in this transaction.

"We are pleased to conclude the transaction with SEMCO, thus completing the
restructuring of our asset base and balance sheet well ahead of anyone's
expectations. We will continue to move aggressively to exploit our exceptional
inventory of growth opportunities," said James T. Hackett, Ocean Energy
President and Chief Executive Officer.

Ocean Energy, Inc. is an independent energy company engaged in the exploration,
development, production, and acquisition of crude oil and natural gas. North
American operations are focused in the shelf and deepwater areas of the Gulf of
Mexico, the Permian Basin, Midcontinent and Rocky Mountain regions.
Internationally, the Company explores for and produces oil and gas in West
Africa (Cote d'Ivoire and Equatorial Guinea), Egypt, Russia and Indonesia. Ocean
Energy also has exploration programs underway in Angola, Pakistan, Yemen and
Bangladesh.

CERTAIN STATEMENTS IN THIS NEWS RELEASE REGARDING FUTURE EXPECTATIONS, PLANS FOR
ACQUISITIONS, DISPOSITIONS, AND OIL AND GAS RESERVES, EXPLORATION, DEVELOPMENT,
PRODUCTION AND PRICING MAY BE REGARDED AS "FORWARD LOOKING STATEMENTS" WITHIN
THE MEANING OF THE SECURITIES LITIGATION REFORM ACT. THEY ARE SUBJECT TO VARIOUS
RISKS, SUCH AS OPERATING HAZARDS, DRILLING RISKS, THE INHERENT UNCERTAINTIES IN
INTERPRETING ENGINEERING DATA RELATING TO UNDERGROUND ACCUMULATIONS OF OIL AND
GAS, AS WELL AS OTHER RISKS DISCUSSED IN DETAIL IN THE COMPANY'S SEC FILINGS,
INCLUDING

<PAGE>   2

THE ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1998.
ACTUAL RESULTS MAY VARY MATERIALLY.

FOR MORE INFORMATION, CONTACT INVESTOR RELATIONS AT (713) 265-6161 OR MAIL
REQUESTS TO 1001 FANNIN, SUITE 1600, HOUSTON, TEXAS 77002.


<PAGE>   1

                                                                   EXHIBIT 99.2


FOR IMMEDIATE RELEASE                                       [OCEAN ENERGY LOGO]
October 20, 1999

CONTACT:
John T. Raymond
Vice President - Investor Relations
1001 Fannin, Suite 1600
Houston, Texas 77002
(713) 265-6161

             OCEAN ENERGY ANNOUNCES THIRD QUARTER FINANCIAL RESULTS
                           AND OPERATIONAL HIGHLIGHTS

On March 30, 1999, Ocean Energy, Inc. merged with and into Seagull Energy
Corporation and the resulting company was renamed Ocean Energy, Inc. The merger
was treated for accounting purposes as an acquisition of Seagull by Ocean Energy
in a purchase business transaction. As such, the financial results presented
here for the third quarter of 1998 represents Ocean Energy, Inc. on a
stand-alone basis.

THIRD QUARTER FINANCIAL RESULTS

HOUSTON - Ocean Energy, Inc. (NYSE: OEI) today announced net income available to
common shareholders for the third quarter of 1999 of $28.0 million, or $0.17 per
basic share on revenues of $214.4 million. By comparison, the net loss for the
third quarter of 1998 was $14.4 million, or a $0.14 per share loss on revenues
of $123.4 million.

THE COMPANY'S CASH FLOW FROM OPERATIONS BEFORE CHANGES IN WORKING CAPITAL AS
REPORTED FOR THE FIRST NINE MONTHS OF 1999 WAS $214.7 MILLION, COMPARED TO
$172.8 MILLION FOR THE SAME PERIOD IN 1998.

AVERAGE DAILY PRODUCTION FOR THE THIRD QUARTER OF 1999 WAS 470 MILLION CUBIC
FEET (MMCF) OF GAS AND 78 THOUSAND BARRELS OF OIL, OR 156 THOUSAND BARRELS OF
OIL EQUIVALENT PER DAY (TBOEPD), COMPARED TO 112 TBOEPD FOR THE THIRD QUARTER OF
1998.

In the third quarter, lease operating expense (LOE), including severance tax,
totaled $54.7 million or $3.81 per barrel of oil equivalent (BOE) as compared to
$4.85 per BOE in the third quarter of 1998 and $4.38 per BOE in the second
quarter of 1999.

<PAGE>   2

The Company made significant progress on its asset rationalization program in
the third quarter with the closing of the Arkoma Basin and Gulf of Mexico asset
packages for total cash proceeds of $291 million. The previously announced sale
of the ENSTAR business unit for $290 million is anticipated to close by the end
of the year. These sales, when combined with first quarter activities in
aggregate, will generate estimated net cash proceeds in excess of $700 million,
which will be used to reduce debt. As a result, the Company estimates that debt
to total capitalization will be 58% at year-end as compared to 68% at the time
of the merger.

"The substantial improvement in the cost structure is consistent with our stated
objectives to further improve the Company's operating efficiency. Both G&A and
LOE savings are on target, and upon completion of the ENSTAR sale, the reduction
in debt is expected to result in a 30% improvement in interest expense per BOE
in 2000 as compared to the time of the merger," stated James T. Hackett, Ocean
Energy President and CEO.

THIRD QUARTER OPERATIONAL HIGHLIGHTS

Year to date, the Company has participated in over 277 wells with an overall
success rate of 78%. The Company has experienced an 82% development drilling
success rate and a 61% exploratory drilling success rate in 1999.

INTERNATIONAL

In Equatorial Guinea Block B, for the quarter, gross daily production averaged
approximately 100 thousand barrels of oil per day (tbopd), which, on a net
basis, equates to 21 tbopd. Currently, the Phase III Jade platform installation
is on schedule for late December with drilling to commence in the first quarter
of 2000. As a result, the Company anticipates achieving its projected 2000 gross
exit rate of 120 tbopd.

In Egypt, third quarter production averaged 11 tboepd. In the West Abu Gharadig
concession (OEI 30%) the Raml SW #2 was successfully drilled and is on
production with an initial rate of 2,500 bopd and the Company plans to drill two
additional wells by year-end. In the East Beni Suef concession (OEI 50%),
production resumed in late September towards a target rate of 2,000 bopd
(gross).

Offshore Pakistan, the Company is currently drilling the Pasni #1 exploratory
well (OEI 76%). This is OEI's first well in Pakistan, and it is scheduled to
reach targeted objectives during the fourth quarter.

The Company's other international producing areas, namely Cote d'Ivoire, Russia
and Indonesia, represent approximately 11% of daily production. These areas on a
combined basis produced approximately 17 tboepd, which is comparable with first
and second quarter results. Production levels have been maintained with minimal
capital expenditures.

GULF OF MEXICO

Recently, the Company has announced two discoveries in the deepwater Gulf of
Mexico. The Nansen prospect (OEI 50%) and the North Boomvang prospect (OEI 20%).
As previously reported, Ocean and its partners are proceeding on delineation
drilling on both discoveries.

<PAGE>   3

Activities continue on the Gulf of Mexico shelf Duke (NYSE: DUK) drilling
program. Through the third quarter, the Company has drilled six wells with a
success rate of 50% and expects to spud seven additional wells before the end of
this year.

In the Central Gulf region, the Company successfully drilled the Cobra
exploratory prospect (OEI 50%), another discovery in the Little Lake field,
which tested at 12.7 MMcfpd and 1,037 bopd. In the South Timbalier 219 and 211
blocks, the Schooner #1 (OEI 25%) and #2 (OEI 20%) exploratory wells were both
successfully drilled. Both wells will be completed and placed on production in
the first half of next year.

U.S. ONSHORE

This year, in the Bear Paw area, the Company has drilled 87 wells to date with
62 being producers. A total of 90 wells are planned for this year. Additional
compression and minor modifications are planned by year-end allowing for our
planned exit rate of 44 MMcfpd net.

The East Triangle coal bed methane project, located in the Powder River Basin of
Wyoming, is in the testing phase with 18 wells on production and nine wells
waiting to be placed on production. The pilot program will test 1,080 acres of
our 24,000 acres net holding. Upon successful dewatering results from the pilot
program we will continue with additional drilling.

In the Cook Inlet area of Alaska, the saltwater disposal well and two coal bed
methane pilot wells have been drilled and completed. Testing is underway on the
two pilot wells.

Additionally, Ocean has exercised a preferential right to purchase 50% of
Esenjay Exploration, Inc.'s (Nasdaq: ESNJ) working interest in two Wilcox
prospects in South Texas for $1.5 million. This purchase includes a four well
drilling commitment.

Ocean Energy, Inc. is an independent energy company engaged in the exploration,
development, production and acquisition of crude oil and natural gas. North
American operations are focused in the shelf and deepwater areas of the Gulf of
Mexico, the Permian Basin, Midcontinent and Rocky Mountain regions.
Internationally, the Company explores for and produces oil and gas in West
Africa (Cote d'Ivoire and Equatorial Guinea), Egypt, Russia and Indonesia. Ocean
Energy also has exploration programs underway in Angola, Pakistan, Yemen and
Bangladesh.

CERTAIN STATEMENTS IN THIS NEWS RELEASE REGARDING FUTURE EXPECTATIONS, PLANS FOR
ACQUISITIONS, DISPOSITIONS, AND OIL AND GAS RESERVES, EXPLORATION, DEVELOPMENT,
PRODUCTION AND PRICING MAY BE REGARDED AS "FORWARD LOOKING STATEMENTS" WITHIN
THE MEANING OF THE SECURITIES LITIGATION REFORM ACT. THEY ARE SUBJECT TO VARIOUS
RISKS, SUCH AS OPERATING HAZARDS, DRILLING RISKS, THE INHERENT UNCERTAINTIES IN
INTERPRETING ENGINEERING DATA RELATING TO UNDERGROUND ACCUMULATIONS OF OIL AND
GAS, THE RISK THAT THE PREVIOUSLY ANNOUNCED SALE OF ENSTAR DOES NOT CLOSE, AS
WELL AS OTHER RISKS DISCUSSED IN DETAIL IN THE COMPANY'S SEC FILINGS, INCLUDING
THE ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1998. ACTUAL
RESULTS MAY VARY MATERIALLY.

<PAGE>   4

For further information, please contact Investor Relations by phone at (713)
265-6161, by mail send requests to Investor Relations, 1001 Fannin, Suite 1600,
Houston, Texas 77002 or at our web site at www.oceanenegy.com.


<PAGE>   5



                               OCEAN ENERGY, INC.
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                  (Amounts in Thousands Except Per Share Data)
                                  (Unaudited)


<TABLE>
<CAPTION>
                                                          Three Months Ended        Nine Months Ended
                                                             September 30,            September 30,
                                                        ----------------------    ----------------------
                                                           1999        1998         1999         1998
                                                        ---------    ---------    ---------    ---------
<S>                                                     <C>          <C>          <C>          <C>
Revenues ............................................   $ 214,393    $ 123,369    $ 516,293    $ 397,334
                                                        ---------    ---------    ---------    ---------

Costs of Operations:
     Operations and maintenance .....................      54,672       50,048      165,278      135,460
     Depreciation, depletion and amortization .......      85,615       70,221      233,732      217,719
     Provision for loss on sale of Canadian assets ..        --           --         28,500         --
     Write-down of oil and gas properties ...........        --           --           --        218,392
     General and administrative .....................       4,955        4,628       18,038       13,646
                                                        ---------    ---------    ---------    ---------
                                                          145,242      124,897      445,548      585,217
                                                        ---------    ---------    ---------    ---------

Operating Profit (Loss) .............................      69,151       (1,528)      70,745     (187,883)

Other (Income) Expense:
     Interest expense ...............................      30,410       18,621       86,601       40,562
     Merger expense .................................       3,176         --         43,828       39,000
     Interest income and other ......................        (269)      (1,286)        (383)      (2,094)
                                                        ---------    ---------    ---------    ---------
                                                           33,317       17,335      130,046       77,468
                                                        ---------    ---------    ---------    ---------

Income (Loss) Before Income Taxes ...................      35,834      (18,863)     (59,301)    (265,351)
Income Tax Expense (Benefit) ........................       6,404       (4,446)      (9,269)     (87,955)
                                                        ---------    ---------    ---------    ---------

Income (Loss) from Continuing Operations ............      29,430      (14,417)     (50,032)    (177,396)
Loss from Discontinued Operations, net of
     income taxes ...................................        (625)        --            (78)        --
                                                        ---------    ---------    ---------    ---------

Net Income (Loss) ...................................      28,805      (14,417)     (50,110)    (177,396)
Preferred Stock Dividend ............................         819         --          2,456         --
                                                        ---------    ---------    ---------    ---------

Net Income (Loss) Available to Common
     Shareholders ...................................   $  27,986    $ (14,417)   $ (52,566)   $(177,396)
                                                        =========    =========    =========    =========
Basic Earnings (Loss) Per Common Share:
         Income (Loss) from Continuing Operations ...   $    0.17    $   (0.14)   $   (0.36)   $   (1.76)
         Discontinued Operations ....................        --           --           --           --
                                                        ---------    ---------    ---------    ---------
        Income (Loss) to Common Shareholders ........   $    0.17    $   (0.14)   $   (0.36)   $   (1.76)
                                                        ========     =========    =========    =========
Diluted Earnings (Loss) Per Common Share:
         Income (Loss) from Continuing Operations ...   $    0.16    $   (0.14)   $   (0.36)   $   (1.76)
         Discontinued Operations ....................        --            --          --           --
                                                        ---------    ---------    ---------    ---------
         Income (Loss) to Common Shareholders .......   $    0.16    $   (0.14)   $   (0.36)   $   (1.76)
                                                        ---------    ---------    ---------    ---------
Weighted Average Number of Common Shares Outstanding:
         Basic ......................................     166,680      100,924      145,670      100,544
                                                        =========    =========    =========    =========
         Diluted ....................................     170,629      100,924      145,670      100,544
                                                        =========    =========    =========    =========
</TABLE>


<PAGE>   6

                               OCEAN ENERGY, INC.
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                             (Amounts in Thousands)


<TABLE>
<CAPTION>
                                                        September 30,   December 31,
                                                            1999            1998
                                                        -------------   ------------
                                                         (Unaudited)
<S>                                                       <C>            <C>
ASSETS:
     Current Assets ....................................  $  251,816     $  153,781

     Property, Plant and Equipment, Net ................   2,164,632      1,581,639

     Net Noncurrent Assets of Discontinued Operations ..     222,112           --
     Other Assets ......................................     267,761        271,540
                                                          ----------     ----------
     Total Assets ......................................  $2,906,321     $2,006,960
                                                          ==========     ==========

LIABILITIES AND SHAREHOLDERS' EQUITY:
     Interest Payable ..................................  $   34,024     $   36,206
     Other Current Liabilities .........................     253,336        200,140
     Current Maturities of Long-Term Debt ..............         846            836
                                                          ----------     ----------
         Total Current Liabilities .....................     288,206        237,182

     Long-Term Debt ....................................   1,538,697      1,371,890
     Other Noncurrent Liabilities ......................     140,949         20,945

     Shareholders' Equity ..............................     938,469        376,943
                                                          ----------     ----------
     Total Liabilities and Shareholders' Equity ........  $2,906,321     $2,006,960
                                                          ==========     ==========
</TABLE>
<PAGE>   7
                               OCEAN ENERGY, INC.
                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                             (Amounts in Thousands)
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                      Nine Months Ended
                                                                                         September 30,
                                                                                    ------------------------
                                                                                      1999           1998
                                                                                    ---------      ---------
<S>                                                                                 <C>             <C>
Operating Activities:
Net loss ......................................................................     $ (50,110)     $(177,396)

Adjustments to reconcile net loss to net cash provided by operating activities:
     Loss from discontinued operations ........................................            78           --
     Depreciation, depletion and amortization .................................       233,732        217,719
     Provision for loss on sale of Canadian assets ............................        28,500           --
     Write-down of oil and gas properties .....................................          --          218,392
     Deferred income taxes ....................................................       (24,702)       (91,253)
     Noncash merger expense ...................................................        21,047           --
     Other ....................................................................         6,180          5,294
                                                                                    ---------      ---------
                                                                                      214,725        172,756
     Changes in operating assets and liabilities, net of acquisitions .........       (18,319)       (24,427)
                                                                                    ---------      ---------
     Net cash provided by continuing operations ...............................       196,406        148,329
     Net cash provided by discontinued operations .............................        14,377           --
                                                                                    ---------      ---------
     Net Cash Provided By Operating Activities ................................       210,783        148,329
                                                                                    ---------      ---------

Investing Activities:
Capital expenditures ..........................................................      (231,976)      (669,798)
Capital expenditures of discontinued operations ...............................        (5,040)          --
Acquisition costs, net of cash acquired .......................................        (5,623)          --
Proceeds from sales of property, plant and equipment ..........................       390,512          1,097
                                                                                    ---------      ---------
     Net Cash Provided By (Used In) Investing Activities ......................       147,873       (668,701)
                                                                                    ---------      ---------

Financing Activities:
Net proceeds (payments) from revolver and other borrowings ....................      (410,824)       531,082
Proceeds from deferred revenue ................................................       100,000           --
Deferred financing costs ......................................................        (6,406)       (15,433)
Other .........................................................................         1,745          7,583
                                                                                    ---------      ---------
     Net Cash Provided By (Used In) Financing Activities ......................      (315,485)       523,232
                                                                                    ---------      ---------
     Increase in Cash and Cash Equivalents ....................................        43,171          2,860
Cash and Cash Equivalents At Beginning of Period ..............................        10,706         11,689
                                                                                    ---------      ---------
Cash and Cash Equivalents At End of Period ....................................     $  53,877      $  14,549
                                                                                    =========      =========
</TABLE>
<PAGE>   8


                               OCEAN ENERGY, INC.
                             OPERATIONAL INFORMATION
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                              Three Months Ended        Nine Months Ended
                                                                                 September 30,             September 30,
                                                                              ------------------      -----------------------
                                                                                1999       1998         1999          1998
                                                                              -------    -------      --------      ---------
<S>                                                                           <C>       <C>           <C>          <C>
Financial Data (Dollars in Thousands):
Operating Profit (Loss):
    Oil and Gas Operations ................................................   $76,398    $ 4,092      $ 94,892      $(171,257)
    Corporate .............................................................    (7,247)    (5,620)      (24,147)       (16,626)


Depreciation, Depletion and Amortization:
    Oil and Gas Operations ................................................    83,323     69,229       227,623        214,739
    Corporate .............................................................     2,292        992         6,109          2,980


Operations Data:
    Net Daily Natural Gas Production (MMcf):
        Domestic (1) ......................................................     427.5      267.8         382.0          273.0
        Canada (2) ........................................................        --       24.9          14.0           25.7
        Cote d'Ivoire (1) .................................................      33.9       20.7          29.8           20.2
        Egypt (1) .........................................................       0.9         --           0.7             --
        Indonesia (1) .....................................................       7.6         --           4.4             --
                                                                              -------    -------      --------      ---------
        Total .............................................................     469.9      313.4         430.9          318.9
                                                                              =======    =======      ========      =========
    Average Natural Gas Prices ($ per Mcf):
        Domestic (1) ......................................................   $  2.38    $  1.84      $   2.03      $    2.00
        Canada (2) ........................................................   $    --    $  1.23      $   1.54      $    1.27
        Cote d'Ivoire (1) .................................................   $  1.77    $  1.64      $   1.73      $    1.67
        Egypt (1) .........................................................   $  3.94    $    --      $   3.32      $      --
        Indonesia (1) .....................................................   $  2.26    $    --      $   2.14      $      --
        Weighted Average ..................................................   $  2.34    $  1.78      $   2.00      $    1.92
    Average Natural Gas Prices Including Hedging Activities ($ per Mcf)....   $  2.36    $  1.79      $   2.01      $    1.92

    Net Daily Oil and NGL Production (Bbl):
        Domestic (1) ......................................................    36,522     36,942        38,340         40,419
        Canada (2) ........................................................        --      1,326           469          1,243
        Cote d'Ivoire (1) .................................................     5,046      3,487         4,839          2,613
        Equatorial Guinea .................................................    20,774     18,139        19,902         16,693
        Egypt (1) .........................................................    10,729         --         7,447             --
        Russia (1) ........................................................     4,492         --         2,896             --
        Indonesia (1) .....................................................       111         --            72             --
                                                                              -------    -------      --------      ---------
        Total .............................................................    77,674     59,894        73,965         60,968
                                                                              =======    =======      ========      =========
    Average Oil and NGL Prices ($ per Bbl):
        Domestic (1) ......................................................   $ 18.99    $ 12.07      $  15.07      $   12.93
        Canada (2) ........................................................   $    --    $ 12.08      $  11.27      $   12.05
        Cote d'Ivoire (1) .................................................   $ 20.24    $ 11.52      $  16.56      $   13.33
        Equatorial Guinea .................................................   $ 21.69    $ 11.70      $  16.11      $   12.38
        Egypt (1) .........................................................   $ 20.06    $    --      $  17.70      $      --
        Russia (1) ........................................................   $ 12.82    $    --      $   9.54      $      --
        Indonesia (1) .....................................................   $ 16.87    $    --      $  14.88      $      --
        Weighted Average ..................................................   $ 19.58    $ 11.93      $  15.47      $   12.78
    Average Oil and NGL Prices
        Including Hedging Activities ($ per Bbl) ..........................   $ 15.74    $ 13.02      $  13.84      $   13.81
</TABLE>
(1)    The Company's Egyptian, Russian and Indonesian operations, and a
       portion of its domestic and Ivoirian operations were acquired as a result
       of the merger on March 31, 1999.
(2)    The Company's Canadian operations were sold on April 15, 1999.



<PAGE>   1


                                                                    EXHIBIT 99.3

FOR IMMEDIATE RELEASE



                                                         [OCEAN ENERGY LOGO]


September 16, 1999

CONTACT:
John T. Raymond
Vice President - Corporate Development and Investor Relations
1001 Fannin, Suite 1600
Houston, Texas 77002
(713) 265-6161

           OCEAN ENERGY CLOSES SALE OF ARKOMA ASSETS FOR $231 MILLION

HOUSTON - Ocean Energy, Inc. (NYSE: OEI) announced today that it has finalized
the previously announced sale of certain Arkoma Basin assets to Cross Timbers
Oil Company (NYSE: XTO) for cash proceeds of approximately $231 million. The
proceeds will be utilized to reduce the Company's outstanding indebtedness under
its revolving credit facilities.

"At the time of the merger, we targeted a minimum of $200 million in asset
divestitures in 1999. To date, we have announced approximately $730 million in
sales. With the closing of this transaction and the recent sale of certain Gulf
of Mexico assets, the announced divestiture program is complete with the only
outstanding issue being the completion of the sale of ENSTAR. On that front,
things are progressing as planned and accordingly, we anticipate closing by
year-end. With the majority of the divestiture program behind us, we are now
dedicating our focus to operating results and growth," said James T. Hackett,
Ocean Energy President and CEO.

Banc of America Securities LLC acted as financial advisor to Ocean Energy in
this transaction.

Ocean Energy, Inc. is an independent energy company engaged in the exploration,
development, production, and acquisition of crude oil and natural gas. North
American operations are focused in the shelf and deepwater areas of the Gulf of
Mexico, the Permian Basin, Midcontinent and Rocky Mountain regions.
Internationally, the Company explores for and produces oil and gas in West
Africa (Cote d'Ivoire and Equatorial Guinea), Egypt, Russia and Indonesia. OEI
also has exploration programs underway in Angola, Pakistan, Yemen and
Bangladesh.

CERTAIN STATEMENTS IN THIS NEWS RELEASE REGARDING FUTURE EXPECTATIONS, PLANS FOR
ACQUISITIONS, DISPOSITIONS, AND OIL AND GAS RESERVES, EXPLORATION, DEVELOPMENT,
PRODUCTION AND PRICING MAY BE REGARDED AS "FORWARD LOOKING STATEMENTS" WITHIN
THE MEANING OF THE SECURITIES LITIGATION REFORM ACT. THEY ARE SUBJECT TO VARIOUS
RISKS, SUCH AS OPERATING HAZARDS, DRILLING RISKS, THE INHERENT UNCERTAINTIES IN
INTERPRETING ENGINEERING DATA RELATING TO UNDERGROUND ACCUMULATIONS OF OIL AND
GAS, THE RISK THAT THE PREVIOUSLY ANNOUNCED SALE OF ENSTAR DOES NOT CLOSE, AS
WELL AS OTHER RISKS DISCUSSED IN DETAIL IN THE COMPANY'S SEC FILINGS, INCLUDING
THE ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 1998. ACTUAL
RESULTS MAY VARY MATERIALLY.

FOR MORE INFORMATION, CONTACT INVESTOR RELATIONS AT (713) 265-6161 OR MAIL
REQUESTS TO 1001 FANNIN, SUITE 1600, HOUSTON, TEXAS 77002.



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