<PAGE>
================================================================================
U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
SEPTEMBER 22, 1997
(Date of Earliest Reported Event)
AMERAC ENERGY CORPORATION
(Exact Name of Small Business Issuer as Specified in Its Charter)
DELAWARE
(State or Other Jurisdiction of
Incorporation or Organization)
COMMISSION FILE NUMBER 1-9933 75-2181442
(I.R.S. Employer
Identification No.)
1201 LOUISIANA, SUITE 3350
HOUSTON, TEXAS 77002-5609
(Address of Principal Executive Offices)
(713) 308-5250
(Issuer's Telephone Number, Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
================================================================================
<PAGE>
AMERAC ENERGY CORPORATION
ITEM 5. OTHER EVENTS.
On September 22, 1997, Amerac Energy Corporation (the "Company") issued a
press release announcing that its Board of Directors had authorized the
initiation of discussions with a select group of companies regarding a possible
strategic merger or similar business combination. The Company also announced
that it was revising upward its proved undeveloped reserves in the Golden Trend
Field in Garvin County, Oklahoma. Filed herewith is such press release.
FORWARD-LOOKING STATEMENTS
When included in this report, the words "expects," "intends," "plans,"
"anticipates," "estimates," and analogous expressions are intended to identify
forward-looking statements. Such statements inherently are subject to a variety
of risks and uncertainties that could cause actual results to differ materially
from those projected. Such risks and uncertainties include, among others,
general economic and business conditions, changes in foreign and domestic oil
and gas exploration and production activity, information regarding oil and gas
reserves, future drilling and operations, future production of oil and gas,
future net cash flows, competition, changes in foreign, political, social and
economic conditions, regulatory initiatives and compliance with governmental
regulations, and various other matters, many of which are beyond the Company's
control. These forward-looking statements speak only as of the date of this
report. The Company expressly disclaims any obligation or undertaking to release
publicly any updates or revisions to any forward-looking statement contained
herein to reflect any changes in the Company's expectations with regard thereto
or any changes in events, conditions or circumstances on which any such
statement is based.
Without limiting the foregoing, there are numerous uncertainties inherent
in estimating natural gas and oil reserves and their estimated values, including
many factors beyond the control of the Company. The reserve data set forth in
this report represents only estimates. Reservoir engineering is a subjective
process of estimating underground accumulations of natural gas and oil that
cannot be measured in an exact manner. The accuracy of any reserve estimate is a
function of the quality of available data and of engineering and geologic
interpretation and judgment. As a result, estimates of different engineers,
including those used by the Company, may vary. In addition, estimates of
reserves are subject to revision based upon actual production, results of future
development and exploration activities, prevailing natural gas and oil prices,
operating costs and other factors. The revisions may be material. Accordingly,
reserve estimates are often different from the quantities of natural gas and oil
that are ultimately recovered and are highly dependent upon the accuracy of the
assumptions upon which they are based.
Estimates with respect to proved reserves that may be developed and
produced in the future are often based upon volumetric calculations and upon
analogy to similar types of reserves rather than actual production history.
Estimates based on these methods are generally less reliable than those based on
actual production history. Subsequent evaluation of the same reserves based upon
production history will result in variations in the estimated reserves that may
be substantial.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit Number Description
-------------- -----------
20.1 Press Release of September 22, 1997.
2
<PAGE>
SIGNATURES
In accordance with 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.
AMERAC ENERGY CORPORATION
(Registrant)
By:/s/ Jeffrey B. Robinson
-------------------------------------
Date: September 24, 1997 Jeffrey B. Robinson
President and Chief Executive Officer
3
<PAGE>
EXHIBIT INDEX
Exhibit Number Description
- -------------- -----------
20.1 Press Release of September 22, 1997.
4
<PAGE>
EXHIBIT 20.1
Amerac Energy Corporation ("AMEX:AMC") announced today that pursuant to a
previously announced plan to consider alternatives for maximizing shareholder
value, its Board of Directors authorized the initiation of discussions with a
select group of companies regarding a possible strategic merger or similar
business combination. The Company's financial advisor, McDonald & Company
Securities, Inc., recommended this course of action as a result of their
analysis of the various options available to the Company.
The Company also announced that pursuant to an analysis of its assets made in
connection with its review of strategic alternatives, the Company is revising
upward its proved undeveloped reserves in the Golden Trend Field in Garvin
County, Oklahoma. The Company has identified ten additional proved undeveloped
drilling locations in the field. The gross drilling and completion cost per
well is approximately $700,000 and if all ten wells were drilled and completed,
the Company estimates that its share of aggregate drilling and completion costs
would be approximately $5.8 million. Based on this updated reserve information,
the first six months of 1997 production and other revisions, the Company now
estimates its proved reserves at June 30, 1997 to be approximately 5.4 million
barrels of oil equivalent (BOE), an 8% increase from estimated proved reserves
as of December 31, 1996. The discounted pre-tax present value of these
reserves, using prices and costs in effect at June 30, 1997 and a 10% discount
rate, is estimated to be $23.5 million, a decrease of 33% from the Company's
year-end 1996 pre-tax present value of proved reserves, which was estimated to
be $35 million at such date. The decline in pre-tax present value of the
Company's proved reserves is largely attributable to a decline in prices
received for the Company's oil and gas production at June 30, 1997 as compared
to December 31, 1996, and an increase in the percentage of the Company's total
proved reserves represented by proved undeveloped reserves.
Amerac is engaged in the acquisition, production and further development of oil
and gas properties primarily in Texas and Oklahoma. Amerac's Common Stock is
traded on the American Stock Exchange under the symbol AMC.
