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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): DECEMBER 2, 1996
CROSS TIMBERS OIL COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE 1-10662 75-2347769
(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
810 HOUSTON STREET, SUITE 2000, FORT WORTH, TEXAS 76102
(Address of principal executive offices) (Zip Code)
(817) 870-2800
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
Convertible Subordinated Note Redemption
On December 2, 1996, Cross Timbers Oil Company, a Delaware corporation
("the Company"), announced the results of its redemption notice for one-half of
its 5-1/4% Convertible Subordinated Notes due November 1, 2003 ("the Notes").
Of the $31,860,000 principal amount of the Notes called for redemption on
December 2, $6,249,000 were redeemed for cash and the remainder were converted
into the Company's common stock. Payments to noteholders totaled $6,507,000,
including a premium payment of $230,000 and interest due of $28,000. Funding
for the redeemed Notes was provided under the Company's $300,000,000 revolving
credit facility with commercial banks.
Called Notes totaling $25,611,000 were converted into 1,107,477 shares of
common stock. In addition, holders of $434,000 in Notes not called for
redemption exercised their right to convert into 18,765 shares of common stock,
bringing outstanding shares to 17,378,205. Notes totaling $31,427,000 remain
outstanding.
Producing Property Acquisitions
On December 4, 1996, the Company reported the closing of two previously
announced acquisitions of natural gas-producing properties in the Permian Basin
of West Texas and Green River Basin of Wyoming at a total cost of $40.5 million.
The Permian Basin properties, purchased from various limited partnerships formed
by New York Life Insurance Company and American Exploration Company, are located
in the Northern Val Verde area of the Permian Basin. They are primarily
operated interests in the Henderson, Ozona and Davidson Ranch fields of Crockett
County, Texas. Cross Timbers' internal engineers estimate proved reserves
attributable to the acquisition to be 33 billion cubic feet of natural gas and
300,000 barrels of oil. Current net daily production averages 8 million cubic
feet of gas and 73 barrels of oil. The preliminary purchase price of $27.5
million will be adjusted by certain factors, including interest expense, which
are anticipated to increase the final acquisition cost.
The Green River Basin properties, purchased from FMC Corporation, represent
additional interests in the Cross Timbers operated Fontenelle Unit, which was
acquired by Cross Timbers earlier this year. Cross Timbers now owns more than
97% of the Fontenelle Unit and 100% of the related gathering and compression
facilities. Additional proved reserves attributable to the acquisition are
estimated to be 25 billion cubic feet of natural gas with current production
averaging 1.8 million cubic feet of gas per day. The preliminary purchase price
of $13 million will be reduced by net revenues from the effective date of July
1, 1996 through closing on November 21.
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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.
CROSS TIMBERS OIL COMPANY
Date: December 13, 1996 By: LOUIS G. BALDWIN
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Louis G. Baldwin
Senior Vice President and
Chief Financial Officer
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