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)
June 12, 1995
AMERICAN EXPLORATION COMPANY
(Exact Name of Registrant as Specified in Its Charter)
0-11871
(Commission File Number)
DELAWARE 74-2086890
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
1331 LAMAR, SUITE 900
HOUSTON, TEXAS 77010
(Address of Principal Executive Offices) (Zip Code)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (713) 756-6000
N/A
(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
ITEM 5. OTHER EVENTS
(a) On June 12, 1995, American Exploration Company ("American" or the
"Company") signed a purchase and sale agreement with Louis Dreyfus
Natural Gas Corp. to sell American's interest in the Sawyer Field
for approximately $64.0 million. The transaction is subject to
certain conditions, including obtaining the approval of American's
banks. The purchase price will be subject to adjustment for the
Field's revenues and expenses since January 1, 1995, the effective
date of the transaction, and other purchase price adjustments.
Closing of this sale is expected in late July 1995. Proceeds will
be used to repay bank borrowings which totalled $62.5 million as of
June 1, 1995.
(b) At the Company's annual meeting held on June 13, 1995, stockholders
approved a one-for-ten reverse stock split.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
28(a) American Exploration Company News Release on the agreement
to sell American's interest in the Sawyer Field to Louis
Dreyfus Natural Gas Corp. dated June 13, 1995.
28(b) American Exploration Company News Release on approval of a
one-for-ten reverse stock split dated June 13, 1995.
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.
AMERICAN EXPLORATION COMPANY
Dated: June 27, 1995 By:/s/ CINDY L. GEROW
------------------
Cindy L. Gerow
Controller
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Exhibit 28(a)
NEWS RELEASE
For Release Tuesday, June 13, 1995
AMERICAN EXPLORATION ANNOUNCES
AGREEMENT TO SELL SAWYER FIELD
Houston, TX -- American Exploration Company announced today that it has
signed a purchase and sale agreement with Louis Dreyfus Natural Gas Corp. to
sell American's interest in the Sawyer Field for approximately $64 million. The
transaction is subject to certain conditions, including obtaining the approval
of American's banks. The purchase price will be subject to adjustment for
activity in the field since January 1, 1995, the effective date of the
transaction. Proceeds will be used to repay bank borrowings which totalled $62.5
million as of June 1, 1995. Louis Dreyfus has also agreed to purchase additional
interests in the Sawyer Field managed by American.
The Sawyer Field interests being sold represent approximately 75 Bcf of
proved gas reserves net to American. Thirty-seven percent of the proved reserves
are undeveloped. During the first quarter of 1995, the Sawyer Field accounted
for approximately 20 percent of American's net production on a Mcf equivalent
basis, or approximately 20 million cubic feet of gas per day.
Commenting on the transaction, Mark Andrews, Chairman and Chief Executive
Officer, said, "We view the sale of our Sawyer Field interests as having two
strategic benefits to American. First, the sale enables American to eliminate
its bank debt and significantly strengthen its financial position. Post-sale,
American's debt to capitalization will be approximately 27% with very strong
cash flow to debt coverage ratios. Second, the sale enables American to
concentrate its development, exploitation and exploration efforts on the
offshore Gulf of Mexico and onshore Gulf Coast which build on recent successes
at Brazos, West McAllen and West Cameron.
American Exploration Company is an independent oil and gas company with
operations focused in the onshore Gulf Coast and offshore in the Gulf of Mexico.
American's common and preferred stock is traded on the American Stock Exchange
under the symbols AX and AX.PR.C.
Contact:
Frank Murphy
Vice President, Corporate Finance
(713) 756-6269
<PAGE>
Exhibit 28(b)
NEWS RELEASE
For Release Tuesday, June 13, 1995
ONE-FOR-TEN REVERSE STOCK SPLIT
APPROVED BY AMERICAN EXPLORATION STOCKHOLDERS
Houston, TX -- American Exploration Company announced today that a
one-for-ten reverse stock split had been approved by shareholders at the annual
meeting held earlier today. The proposal was approved by approximately 96% of
shares voting in person or by proxy. The reverse stock split will be effective
at the close of business today, June 13, 1995.
Commenting on the reverse stock split, Mark Andrews, Chairman and Chief
Executive Officer said, "The results of the shareholder vote indicate strong
support in favor of the reverse stock split. We feel there are several benefits
from the reverse stock split, including: (1) the potential for trading in
American stock among firms which restrict solicitation of orders for low priced
stocks, (2) eligibility for margin loans, (3) the potential for expanded
research coverage and (4) lower commission costs as a percentage of share
price."
American Exploration Company is an independent oil and gas company with
operations focused in the onshore Gulf Coast and offshore in the Gulf of Mexico.
American's common and preferred stock is traded on the American Stock Exchange
under the symbols AX and AX.PR.C.
Contact:
Frank Murphy
Vice President, Corporate Finance
(713) 756-6269
