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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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Current Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): October 9, 1997
BASIN EXPLORATION, INC.
(Exact Name of Registrant as Specified in Charter)
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DELAWARE 0-20125 84-1143307
(State or Other (Commission (I.R.S. Employer
Jurisdiction File Number) Identification
of Incorporation) No.)
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370 SEVENTEENTH STREET, SUITE 3400, DENVER, COLORADO 80202
(Address of principal executive offices, zip code)
Registrant's telephone number, including area code: (303) 685-8000
NOT APPLICABLE
Former Name or Former Address if Changed Since Last Report
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ITEM 5. OTHER EVENTS.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS. In order to attract and
incentivize qualified personnel with experience in the Gulf of Mexico, the
Company adopted its Gulf Coast Geoscientist Overriding Royalty Interest Plan,
effective November 30, 1995 (the "ORI Plan"). The ORI Plan provides for the
assignment of overriding royalty interests to geoscientists that Basin employs
to explore for oil and gas in the offshore area of the Gulf of Mexico. Eligible
participants include the Company's Vice President--Gulf Coast Exploration and
any geologist, geophysicist or other geoscientist employed by Basin as members
of its Gulf Coast offshore exploration group and approved by the President and
Vice President--Gulf Coast Exploration. The ORI Plan provides for a maximum
overriding royalty interest of 2.5% of the full undivided working interest
acquired in all leases or interests therein that Basin acquires on the outer
continental shelf offshore of Texas, Louisiana, Alabama and Florida and in state
waters. Each participant in the plan is allocated a share (up to a maximum of
0.625%) of the overriding royalty interest.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
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10.1 Description of Consulting Arrangement between the Company and John F. Greene
23.1 Consent of Arthur Andersen LLP
23.2 Consent of Netherland, Sewell & Associates, Inc.
23.3 Consent of Ryder Scott Company
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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.
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BASIN EXPLORATION, INC.
(Registrant)
Date: October 9, 1997 By: /s/ HOWARD L. BOIGON
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Howard L. Boigon
VICE PRESIDENT--GENERAL COUNSEL AND
SECRETARY
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2
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EXHIBIT INDEX
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EXHIBIT
NUMBER EXHIBIT DESCRIPTION
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10.1 Description of Consulting Arrangement between the Company and John F. Greene
23.1 Consent of Arthur Andersen LLP
23.2 Consent of Netherland, Sewell & Associates, Inc.
23.3 Consent of Ryder Scott Company
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EXHIBIT 10.1
DESCRIPTION OF CONSULTING ARRANGEMENT BETWEEN THE COMPANY AND JOHN F. GREENE
In February, 1997, the Compensation Committee of the Board of Directors
approved a consulting arrangement between the Company and Mr. John F. Greene, a
director of the Company. Mr. Greene has invested considerable time and effort in
facilitating and furthering the Company's pursuit of Gulf Coast opportunities
and has contributed significantly to the Company's success in this region. The
consulting arrangement is intended to compensate Mr. Greene for these and future
services, based upon an informal agreement to pay Mr. Greene an annual retainer
of $15,000 for services provided in direct connection with the Company's Gulf
Coast activities.
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EXHIBIT 23.1
CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS
As independent public accountants, we hereby consent to the use of our
report dated February 14, 1997 (and to all references to our Firm) included in
or made a part of the prospectus supplement dated October 9, 1997, related to
the offering of up to 2,700,000 shares of Basin Exploration, Inc.'s common stock
(plus an additional 405,000 shares to over-allotments, if any) pursuant to the
Registration Statement on Form S-3 (No. 333-36143) filed by Basin Exploration,
Inc. with the United States Securities and Exchange Commission and effective
October 2, 1997.
/s/ Arthur Andersen LLP
Denver, Colorado
October 9, 1997
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[Letterhead]
EXHIBIT 23.2
October 7, 1997
Basin Exploration, Inc.
Suite 3400
370 Seventeenth Street
Denver, Colorado 80202
Ladies and Gentlemen:
We hereby authorize the reference to the following report prepared by
Netherland, Sewell & Associates, Inc. in a Registration Statement on Form S-3
for the offering and sale, from time to time, of up to $200,000,000 of
Securities, as described in such Registration Statement, and in any prospectus
contained therein or prospectus supplement thereto, filed or to be filed by
Basin Exploration, Inc. with the United States Securities and Exchange
Commission:
1. An audit of onshore proved oil and gas reserves and future revenue
prepared by Basin Exploration, Inc. as of October 1, 1997, dated October
2, 1997.
We further consent to the reference to our firm under the caption "Experts"
in such Registration Statement and prospectuses, as such Registration Statement
may be amended.
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Very truly yours,
NETHERLAND, SEWELL & ASSOCIATES, INC.
By: /s/ Clarence M. Netherland
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[Letterhead]
EXHIBIT 23.3
October 9, 1997
Basin Exploration, Inc.
370 Seventeenth Street, Suite 3400
Denver, Colorado 80202
Ladies and Gentlemen:
We hereby authorize the reference to the following reports prepared by Ryder
Scott Company in a Prospectus Supplement for the offering and sale of up to
2,700,000 shares of common stock (plus an additional 405,000 shares to cover
over-allotments, if any), as described in such Prospectus Supplement, and in any
prospectus contained therein or filed by Basin Exploration, Inc. with the United
States Securities and Exchange Commission:
1. Estimate of Reserves, Future Production and Income Attributable to
Eugene Island Blocks 64 and 65 as of January 1, 1997, dated January 28,
1997.
2. Estimate of Reserves, Future Production and Income Attributable to
Certain Leasehold and Royalty Interests as of October 1, 1997, dated
October 6, 1997.
We further consent to the reference to our firm under the caption "Experts"
in such Registration Statement and prospectuses, as such Registration Statement
may be amended.
/s/ Ryder Scott Company
Petroleum Engineers
RYDER SCOTT COMPANY
PETROLEUM ENGINEERS
RMW/sw
