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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): NOVEMBER 29, 2000
PLAINS RESOURCES INC.
(Exact name of registrant as specified in its charter)
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<S> <C> <C>
DELAWARE 0-9808 13-2898764
(State or other jurisdiction of Organization) (Commission File No.) (I.R.S. Employer Identification No.)
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500 DALLAS STREET, SUITE 700
HOUSTON, TEXAS 77002
(Address of Principal Executive Offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 654-1414
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ITEM 5. OTHER EVENTS
On November 29, 2000, the Registrant announced that its Board of Directors
had approved the Company's proposed capital plan for 2001. The Company's
upstream plans call for spending approximately $120 million in 2001, excluding
potential acquisitions. This amount is approximately 50% higher than 2000's
estimated upstream capital expenditures of $80 million.
On November 30, 2000, the Registrant announced that it has called for
redemption substantially all of the outstanding shares of its Series G Preferred
stock at 105% of stated value. Each share of Series G Preferred stock has a
stated value of $500 per share and bears a dividend of 9.5% per annum.
Approximately 171,600 shares of Series G Preferred stock are outstanding, having
an aggregate stated value of $85.8 million. The Company also announced an
exchange offer pursuant to which holders of the Series G Preferred could
exchange their shares for an equivalent number of shares of a new Series H
Preferred stock, plus a cash payment in an amount equal to accrued and unpaid
dividends. The new Series H stock is convertible into the same number of shares
of common stock as the Series G Preferred, but does not bear a dividend and does
not contain a mandatory redemption feature. In addition, if not earlier
converted or exchanged, the Series H Preferred will automatically convert into
common stock on September 30, 2001. The Registrant's announcement is attached
as an exhibit to this report.
On November 30, 2000, the Registrant announced that it had retained Petrie
Parkman & Co. to assist it in evaluating strategic restructuring alternatives
intended to optimize the value and value-creating ability of each of its
upstream and midstream business segments. The alternatives to be evaluated
include, but are not limited to, a spin-off or split-off of either the upstream
segment or midstream segment, a spin-off or special dividend of certain units of
Plains All American Pipeline, L.P. and potential asset sales. Any modifications
to the existing structure will depend on a number of factors including tax
efficiency, critical mass and other considerations. Accordingly, there can be no
assurance that any modifications will be made. The Registrant's announcement is
attached as an exhibit to this report.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits
99.1 - Press Release of Registrant dated November 29, 2000, announcing
Increase in Upstream Spending Plans for 2001
99.2 - Press Release of Registrant dated November 30, 2000, announcing
Call for Redemption of Series G Preferred Stock; Launches
Exchange Offer.
99.3 - Press Release of the Registrant dated November 30, 2000,
announcing Plans to Evaluate Restructuring Alternatives.
PLX-1
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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.
Dated: December 7, 2000
PLAINS RESOURCES INC.
By: /s/ Tim Moore
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Name: Tim Moore
Title: Vice President
PLX-2
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EXHIBIT INDEX
Exhibit No. Description
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99.1 -- Press Release of Registrant dated November 29, 2000,
announcing Increase in Upstream Spending Plans for 2001
99.2 -- Press Release of Registrant dated November 30, 2000,
announcing Call for Redemption of Series G Preferred Stock;
Launches Exchange Offer.
99.3 -- Press Release of the Registrant dated November 30, 2000,
announcing Plans to Evaluate Restructuring Alternatives.
PLX-3
