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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): February 7, 1997
Barrett Resources Corporation
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(Exact name of registrant as specified in its charter)
Delaware 1-13446 84-0832476
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(State or other jurisdiction (Commission File (IRS Employer
of incorporation) Number) Identification No.)
1515 Arapahoe Street, Tower 3, Suite 1000, Denver, Colorado 80202
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (303) 572-3900
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Item 5. Other Events
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(a) Press Release. The information set forth in a Press Release of Barrett
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Resources Corporation (the "Company" or the "Registrant") dated February 7,
1997, which is filed as an exhibit hereto, is incorporated herein by reference.
(b) Drilling Of Cave Gulch #16 Well. The Company's Cave Gulch #16 well
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has reached total depth of 19,106 feet. The Company plans to begin testing the
well in mid-March 1997.
(c) Amendment Of Bank Credit Facility. The current borrowing base under
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the Company's bank credit facility is $205 million, based on the lending banks'
review of June 30, 1996 proved reserve information and the Company's projected
cash requirements. The banks have agreed that, upon the contemplated issuance
of $150 million of senior notes of the Company due in the year 2007, the
borrowing base will be reduced to $75 million.
Also upon completion of the contemplated issuance of the $150 million
of senior notes, the banks will cancel the guarantees of the bank credit
facility by the Company's subsidiaries, and the Company will undertake during
the next year to merge or consolidate certain of its subsidiaries, including
Plains Petroleum Operating Company, with the Company, or to acquire
substantially all the assets of those subsidiaries. The Company will not
consummate the merger or consolidation with the Company, or the asset
acquisition, of any subsidiary in the event that, in the good faith judgment of
the banks, those actions are prevented by material legal or accounting issues or
will result in a material and adverse tax or economic detriment to the Company
and its subsidiaries.
(d) Participation In Maranon Basin, Peru. In late January 1997, the
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Company entered into an agreement with industry partners that provided the
Company with a license covering approximately two million gross acres located in
the Maranon Basin of northeastern Peru. The Company and its partners intend to
acquire and analyze 200 to 250 miles of seismic data in preparation for
exploratory drilling to begin in late 1997 or early 1998. The Company's
participation, which is subject to approval of the government of Peru, is
intended to consist of a 45 percent working interest, subject to a cost
commitment of 60 percent of the 1996 and 1997 seismic costs and 60 percent of
the cost of up to three exploratory wells. It is anticipated that the Company
will be designated operator for operations in this area in mid-1997.
(e) Disclosure Regarding Forward-Looking Statements. This Current Report
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on Form 8-K includes "forward-looking statements" within the meaning of Section
27A of the Securities Act of 1933, as amended (the "Securities Act"), and
Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"). All statements other than statements of historical facts included in
this Current Report, including without limitation statements under "Item 5--
Other Events--(a) Press Release", "--(b) Drilling Of Cave Gulch #16 Well," and
"--(d) Participation In Maranon Basin, Peru", regarding the Company's reserve
quantities and net present values, business strategy, plans and objectives of
management of the Company for future operations and capital expenditures, are
forward-looking statements. Although the Company believes that the expectations
reflected in the forward-looking statements and the assumptions upon which such
forward-looking statements are based are reasonable, it can give no assurance
that such expectations and assumptions will prove to have been correct. Reserve
estimates are generally different from the quantities of oil and natural gas
that are ultimately recovered. The nature of the natural gas and oil business
involves a variety of risks, including the risks of operating hazards such as
fires, explosions, cratering, blow-outs, encountering formations with abnormal
pressures and damage or loss from adverse weather and seas, the occurrence of
any of which could result in losses to the Company. Additional important factors
that could cause actual results to differ materially from the Company's
expectations ("Cautionary Statements") are disclosed in the "Risk Factors"
section of the Prospectus
2
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included in the Registration Statement on Form S-3 of the Company (Registration
No. 333-19363) and elsewhere in that Prospectus. All written and oral forward-
looking statements attributable to the Company or persons acting on its behalf
subsequent to the date of this Current Report are expressly qualified in their
entirety by the Cautionary Statements.
Item 7. Financial Statements And Exhibits.
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(c) Exhibits
Exhibit
Number Description
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99.1 Press Release dated February 7, 1997.
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SIGNATURE
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.
Date: February 10, 1997 BARRETT RESOURCES CORPORATION
By: /s/ Robert W. Howard
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Robert W. Howard
Senior Vice President
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EXHIBIT 99.1
On February 7, 1997, the Registrant issued the following press release:
"FOR IMMEDIATE RELEASE Contact: Donald H. Stevens
--------------------- Laura M. Burford
(303) 572-3900
BARRETT'S 1996 RESERVES INCREASED 38%
DENVER, COLO., FEB. 7, 1997 -- Barrett Resources Corporation (NYSE: BRR)
announced that proved reserves at year end 1996, after production, increased
approximately 38 percent over the prior year. Total proved reserves for December
31, 1996 were 675 billion cubic feet (Bcf) of natural gas and 23 million barrels
(MMbls) of crude oil and condensate, totaling 814 Bcf of gas equivalent (Bcfe)
or 136 million barrels of oil equivalent (MMBOE) of which 26 percent is proved
undeveloped. Total proved reserves at December 31, 1995 were 514 Bcf of natural
gas and 13 MMbls of oil and condensate, totaling 591 Bcfe (99 MMBOE) of which 18
percent was proved undeveloped.
The Company added 295 Bcfe of proved reserves in 1996, which replaced 410
percent of 1996's estimated production of 72 Bcfe. Approximately 47 percent of
the 1996 proved reserve additions were through extensions and discoveries and
revisions. The Company's acquisitions accounted for approximately 53 percent of
the 1996 proved reserves additions, the majority of which are located in the
Piceance and Uinta Basins (in Colorado and Utah, respectively).
The following table summarizes the present value of estimated future net
revenues (before future income taxes, discounted by 10 percent) ("PV-10") for
December 31, 1995 and 1996 and the respective year end natural gas and oil
prices used in determining each PV-10.
<TABLE>
<CAPTION>
12/31/95 12/31/96 % Change
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<S> <C> <C> <C>
Prices for Oil ($/Bbl) $17.35 $24.12 39%
Prices for Gas ($/Mcf) $1.77 $3.46 95%
Present Value of Estimated Future Net
Revenues (before future income taxes,
discounted by 10%) ($ in millions) $432.6 $1,121.5 159%
</TABLE>
When using the 1996 average price received for natural gas and oil of $1.90 and
$18.50, respectively, to calculate the December 31, 1996 reserve value, the PV-
10 would have been $534.6 million.
(continued)
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The Company's proved reserves by basin for December 31, 1995 and 1996 are
summarized in the following table:
<TABLE>
<CAPTION>
Total Proved Reserves (Bcfe)
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Basin/Area 12/31/95 12/31/96 % Change
- ---------- -------- -------- --------
<S> <C> <C> <C>
Anadarko 33 46 39%
Arkoma 27 27 0%
Greater Green River 4 15 275%
Gulf of Mexico 9 24 167%
Hugoton 201 212 5%
Permian 39 32 -18%
Piceance 119 201 69%
Powder River 30 32 7%
Uinta 4 92 2200%
Wind River 88 96 9%
Other 37 37 0%
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Total 591 814 38%
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</TABLE>
Separately, Barrett reported that its Cave Gulch #16 well is currently drilling
at a depth of 18,940 feet. Based on information obtained to date, Barrett
intends to drill this well to a depth of 19,100 feet. Total depth is currently
anticipated to be reached by mid-February.
Barrett Resources is a Denver-based independent natural gas and oil exploration
and production company that is also involved in gas gathering, marketing and
trading activities. Barrett's properties are focused primarily in the Rocky
Mountain region of Colorado, Wyoming and Utah, the Mid-Continent area of Kansas,
Oklahoma, New Mexico and Texas, and the Gulf of Mexico region of offshore Texas
and Louisiana.
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