EQUITABLE RESOURCES INC /PA/
8-K, 2000-01-04
NATURAL GAS TRANSMISISON & DISTRIBUTION
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                                 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)                 JANUARY 3, 2000
- --------------------------------------------------------------------------------


                           EQUITABLE RESOURCES, INC.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


         PENNSYLVANIA                 1-3551                     25-0464690
- --------------------------------------------------------------------------------
(State or other jurisdiction        (Commission                (IRS Employer
       of incorporation)            File Number)             Identification No.)


ONE OXFORD CENTRE, SUITE 3300, 301 GRANT STREET, PITTSBURGH, PENNSYLVANIA 15219
- --------------------------------------------------------------------------------
                (Address of principal executive offices)              (Zip Code)


Registrant's telephone number, including area code             (412) 553-5700
                                                   -----------------------------


                                      NONE
- --------------------------------------------------------------------------------
         (Former name or former address, if changed since last report)
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ITEM 5.  OTHER EVENTS

  (a)    On January 3, 2000 Equitable Resources, Inc. (the Registrant; NYSE:
         EQT) announced a definitive agreement to acquire the Appalachian
         exploration and production assets of Statoil Energy, Inc. EQT and/or
         its subsidiaries will purchase the stock of Eastern States Oil & Gas
         Corp. and Eastern States Exploration Co., subsidiaries of Statoil
         Energy, Inc. for $630 million, subject to certain purchase price
         adjustments. The assets to be acquired are contiguous to EQT's
         Appalachian properties and include nearly 1.1 TCF (trillion cubic feet)
         of proven gas reserves and 6,500 natural gas wells in West Virginia,
         Kentucky, Virginia, Pennsylvania and Ohio. The acquisition, is subject
         to customary closing conditions and regulatory approvals. The
         transaction is expected to be completed in the first quarter of 2000.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

  (c)    Equitable Resources, Inc. press release announcing the agreement to
         acquire the exploration and production assets of Statoil Energy, Inc.
         is filed as Exhibit 99 to this report.


                                   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.


                                                    EQUITABLE RESOURCES, INC.
                                                   ---------------------------
                                                       (Registrant)


                                              By       /s/ David L. Porges
                                                   ---------------------------
                                                         David L. Porges
                                                    Senior Vice President and
                                                     Chief Financial Officer


  January 4, 2000
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                                 EXHIBIT INDEX




Exhibit No.          Document Description                    Sequential Page No.
- --------------------------------------------------------------------------------
   99                Press release issued by Equitable
                     Resources, Inc. announcing the
                     agreement to acquire the exploration and
                     production assets of Statoil
                     Energy, Inc.












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                                                                      Exhibit 99

                                             CONTACT: ROBERT BUTTER - MEDIA
                                                      (412) 456-3866

                                                      JEFF SWOVELAND - ANALYSTS
                                                      (412) 553-5869

FOR IMMEDIATE RELEASE

                         EQUITABLE RESOURCES TO ACQUIRE
                EXPLORATION & PRODUCTION ASSETS OF STATOIL ENERGY

                  EQUITABLE'S CORE PRODUCTION BUSINESS BECOMES
                       LARGEST APPALACHIAN BASIN PRODUCER

                     ACQUISITION TO BE ACCRETIVE TO EARNINGS


PITTSBURGH, JANUARY 3, 2000 -- Equitable Resources (NYSE: EQT) today reached a
definitive agreement to acquire the Appalachian production assets of Statoil
Energy, Inc. The acquisition, currently valued at approximately $630 million, is
subject to customary closing conditions and regulatory approvals. The
transaction is expected to be completed in the first quarter of 2000.

         The acquired assets are contiguous to Equitable's Appalachian
properties and include nearly 1.1 TCF (trillion cubic feet) of proven gas
reserves and 6,500 natural gas wells in West Virginia, Kentucky, Virginia,
Pennsylvania and Ohio. The addition of these production assets in Appalachia
more than doubles Equitable Resources' natural gas reserves in the United
States' largest gas market - the northeast. The acquisition will make Equitable
the largest producer of natural gas in the Appalachian basin.

                                     (more)

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                                       (2)


         Equitable Production's East Region assets in Appalachia currently
include approximately 930 BCFE (billion cubic feet equivalent) of gas reserves
and 6,100 natural gas and oil wells in West Virginia, Kentucky, Virginia and
Pennsylvania.

         "The combination of these assets represents the best strategic fit we
have seen in the market," said Murry S. Gerber, Equitable's president and chief
executive officer. "In addition to the complementary nature of the properties,
this is an extremely well run company with low cost operations, excellent
existing production and significant upside through a high quality drilling
inventory and land position. Appalachian Basin drilling is extremely low risk
and both Statoil and Equitable routinely approach a 100 percent success rate.
Consequently, this transaction helps us to achieve several goals, including
increasing our revenue and net income growth while improving our return on total
capital."

         "We can now optimize a larger asset base by retaining and developing
only the higher returning assets while divesting higher cost or lower return
production assets. We're focused on becoming a more profitable company, not just
a bigger company. Additionally, this combination significantly enhances our
ability to serve the Northeast gas and electric markets."

         Equitable's strong financial position allows it to fund this
transaction through a combination of debt financing and cash from asset sales
derived from high-grading its Appalachian production portfolio.


                                     (more)

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                                       (3)

         Equitable Resources is an integrated energy company, with emphasis on
Appalachian area natural gas production, natural gas transmission and
distribution and leading-edge energy management services for customers
throughout the United States. The company also has exploration and production
interests in the Gulf of Mexico and energy service management projects in
selected international markets.

         EQUITABLE RESOURCES' RECENT NEWS RELEASES ARE AVAILABLE FREE OF CHARGE
BY FAX OR THROUGH COMPANY NEWS ON CALL AT 1-800-758-5804, EXT. 289250; OR ON THE
INTERNET AT http://www.eqt.com.

Disclosures in this release include forward-looking statements related to energy
prices, projected company plans and expected results of operations. The company
notes that a variety of factors could cause the company's actual results to
differ materially from the anticipated results or other expectations expressed
in the company's forward-looking statements. The risks and uncertainties that
may affect the operations, performance, development and results of the company's
business include, but are not limited to, the following: weather conditions, the
pace of deregulation of retail natural gas and electricity markets, the timing
and extent of changes in commodity prices for natural gas and crude oil, changes
in interest rates, the timing and extent of the company's success in acquiring
natural gas and crude-oil properties and in discovering, developing and
producing reserves, the inability of the company or others to remediate Year
2000 concerns in a timely fashion, delays in obtaining necessary governmental
approvals and the impact of competitive factors on profit margins in various
markets in which the company competes.



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