SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) - January 12, 1998
FOREST OIL CORPORATION
(Exact name of registrant as specified in its charter)
New York 0-4597 25-0484900
(State or other juris- (Commission (IRS Employer
diction of incorporation) file number) Identification No.)
2200 Colorado State Bank Building, 1600 Broadway, Denver, CO 80202
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (303) 812-1400
Item 5. Other Events
For information concerning this item, please refer to Exhibit 99.1
hereto, which is incorporated herein by reference.
Item 7. Financial Statements and Exhibits
(c) Exhibits
(99.1) Forest Oil Corporation press release announcing its
agreement to issue 6.17 million shares of common stock to The
Anschutz Corporation in exchange for certain oil and gas assets.
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.
FOREST OIL CORPORATION
(Registrant)
Dated: January 12, 1998 By: /s/ Daniel L. McNamara
Daniel L. McNamara
Secretary
FOR IMMEDIATE RELEASE
ANSCHUTZ TO MAKE ADDITIONAL INVESTMENT IN FOREST OIL
DENVER, COLORADO - JANUARY 12, 1998 - Forest Oil Corporation (NYSE:FST)
announced today that it has agreed to issue 6.17 million shares of common
stock to The Anschutz Corporation (Anschutz) in exchange for certain oil
and gas assets.
The oil and gas assets include four producing oil and natural gas fields
in Utah and Wyoming including the Anschutz Ranch property. These fields
have net proved developed producing reserves estimated at 7.1 million
barrels of hydrocarbon liquids and 48 billion cubic feet (bcf) of natural
gas or approximately 90 billion cubic feet equivalent (bcfe).
In addition, Anschutz will contribute all of its Canadian oil and gas assets,
primarily comprised of approximately 170,000 net acres of undeveloped land.
Anschutz will also contribute certain of its international oil and gas assets
comprised of 10 international concessions encompassing approximately 11 million
net acres of undeveloped land.
This transaction is subject to certain conditions, including preparation of
a definitive agreement, approval by Forest's independent directors, receipt
of a fairness opinion from an investment banking firm and approval of the
company's shareholders other than Anschutz. After the transaction, Anschutz
will own approximately 40% of the outstanding common shares of Forest.
Robert S. Boswell, president and chief executive officer of Forest stated,
"This asset base fortifies our Rocky Mountain position with long-lived,
stable reserves with acceleration upside. In addition, the international
assets of Anschutz, which took a number of years to accumulate, provide us
instantly with significant longer term exploratory potential."
"With the recent acquisition in Louisiana, and the Anschutz Rocky Mountain
fields, we believe we are of sufficient size to begin a disciplined
international exploration program. Our international focus will be developed
over a longer period of time in a manner which will not dilute our North
American activities."
David H. Keyte, executive vice president and chief financial officer of
Forest, said, "This transaction will be accretive to cash flow and earnings
per share in 1998. This acquisition provides an estimated 10 bcfe of
domestic production in 1998. In addition, the longer term upside provided
by the Anschutz international acreage makes this acquisition attractive from
a financial perspective. Further, the transaction will allow Forest
significant flexibility in pursuing de-leveraging options to attain a 40%
leveraged capital structure by the end of 1998."
This news release includes forward looking statements within the meaning of
Section 27A of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934. Although the company believes that its expectations
are based on reasonable assumptions, it can give no assurance that expected
results will be achieved. Important factors that could cause actual results
to differ materially from those in the forward looking statements herein
include drilling risks, environmental risks, operating risks and other risk
factors as described in the company's 1996 Annual Report and Form 10-K as
filed with the Securities and Exchange Commission.
Forest Oil Corporation is engaged in the acquisition, exploration, development,
production and marketing of natural gas and crude oil in North America.
Forest's principal reserves and producing properties are located in the Gulf
of Mexico, Texas, Oklahoma, Wyoming and Canada. Forest's common stock trades
on the New York Stock Exchange under the symbol FST.
January 12, 1998