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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.
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) August 24, 1999
INLAND RESOURCES INC.
(Exact Name of Registrant as Specified in its Charter)
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Washington 0-16487 91-1307042
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
410 17th Street
Suite 700 80202
Denver, Colorado (Zip Code)
(Address of Principal Executive Offices)
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Registrant's telephone number, including area code: (303) 893-0102
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ITEM 5. OTHER EVENTS.
The information in the Press Release dated August 24, 1999 and attached
as Exhibit 99.1 hereto is incorporated herein by reference.
ITEM 7. EXHIBITS.
The following documents are filed as part of this report.
c) Exhibits
99.1 Press Release dated August 24, 1999.
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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.
INLAND RESOURCES INC.
Date: August 24, 1999 By: /s/ MICHAEL J. STEVENS
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Michael J. Stevens
Vice President, Secretary and Treasurer
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INDEX TO EXHIBITS
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EXHIBIT
NUMBER
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99.1 Press Release dated August 24, 1999.
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EXHIBIT 99.1
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NEWS RELEASE
AUGUST 24, 1999
[INLAND LETTERHEAD]
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INLAND RESOURCES INC. AGREES TO TERMS OF RESTRUCTURING
DENVER, CO - Inland Resources Inc. (OTCBB: INLN) ("Inland") announced today
that Inland and its wholly-owned subsidiary, Inland Production Company ("IPC"),
agreed to terms with its lenders and preferred shareholders regarding the
restructuring of the capital structure of Inland. The restructuring is subject
to the preparation of definitive documents, due diligence, approval by
regulatory agencies, approval by the Board of Directors of Inland, and approval
by the lenders and preferred shareholders.
By the terms of the restructuring, Inland will issue redeemable preferred stock
having an initial liquidation preference of approximately $92 million and
common stock of Inland to IPC's junior secured lender and Inland's preferred
shareholder in exchange for cancellation of certain indebtedness of IPC and
cancellation of Inland's existing Series C Preferred Stock. As a result, the
currently outstanding common stock of Inland will represent approximately 30%
of the outstanding common stock of the Company post-restructuring. In addition,
holders of the new redeemable preferred stock will be entitled to five of six
members of Inland's board of directors.
The restructuring also requires that the existing Farmout Agreement among IPC,
Inland and Smith Energy Partnership, an affiliate of Inland, be amended to
eliminate the option of payments by the issuance of common stock and to provide
for cash payments only.
IPC has also reached an agreement in principle, subject to completion of the
restructuring, to amend its senior credit facility to increase IPC's borrowing
base and to modify certain other terms. Principal payments under IPC's existing
senior credit facility have been extended to September 10, 1999.
Co-CEO, Kyle R. Miller commented, "The restructuring of our balance sheet
reflects the confidence of our capital providers in the Company's business
plans and prospects. We are anxious to resume drilling operations in the
Monument Butte Field and to continue our consolidation efforts within the Uinta
Basin."
The restructuring is expected to close in September 1999.
