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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)
April 16, 1997
Gothic Energy Corporation
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(Exact name of registrant as specified in its charter)
Oklahoma 0-19753 22-2663839
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(State or other jurisdiction (commission (IRS Employer
of incorporation) File Number) Identification No.)
5727 South Lewis Avenue, Suite 700, Tulsa, Oklahoma 74105
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(Address of principal executive offices)
Registrant's telephone number, including area code: (918) 749-5666
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS:
On April 16, 1997, Gothic Energy Corporation ("Gothic") announced that
it had signed a letter of intent with Pittencrieff Resources plc, a U.K.
company, for Gothic to make an offer to purchase, in accordance with the
Takeover Code of the United Kingdom, all of the outstanding capital stock of
Pittencrieff. A copy of the press release is attached hereto as an exhibit.
The making of the offer is subject to various conditions including,
among others, the completion by Gothic of acquisition financing. The aggregate
purchase price for the shares, assuming all shares are tendered, is (Pounds)34.5
million (UK) (approximately $56,342,000 US, based on current exchange rates), or
60 pence (UK) (approximately $0.979 US) per share.
Pittencrieff is an oil and gas exploration and production company with
various interests in approximately 1,600 producing oil and gas wells in the
United States and Canada. Pittencrieff is the operator of approximately 330 of
these wells.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS:
(a) Financial statements of businesses acquired.
Not applicable
(b) Pro forma financial information.
Not applicable
(c) Exhibits.
(i) Copy of press release dated April 16, 1997.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused thus report to be signed on its behalf by the
undersigned hereunto duly authorized.
Gothic Energy Corporation
By: /s/ Michael K. Paulk
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Michael K. Paulk, President
Dated: April 17, 1997
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EXHIBIT (i)
GOTHIC ENERGY CORPORATION
5727 South Lewis Avenue - Suite 700
Tulsa, Oklahoma 74105
(918) 749-5666
FOR IMMEDIATE RELEASE
APRIL 16, 1997
GOTHIC ENERGY CORPORATION
SIGNS LETTER OF INTENT TO ACQUIRE PITTENCRIEFF
Tulsa, Oklahoma: Gothic Energy Corporation (NASDAQ - GOTH) announced today
that it had signed a letter of intent with Pittencrieff Resources plc, a U.K.
company (LSE-PTR) for Gothic to make an offer to purchase, in accordance with
the Takeover Code of the United Kingdom, all of the outstanding capital stock of
Pittencrieff.
The making of the offer is subject to various conditions including, among
others, the completion by Gothic of acquisition financing. The aggregate
purchase price for the shares, assuming all shares are tendered, is (Pounds)34.5
million (UK) (approximately $56,342,000 US, based on current exchange rates), or
60 pence (UK) (approximately $0.979 US) per share.
Pittencrieff is an oil and gas exploration and production company with
various interests in approximately 1,600 producing oil and gas wells in the
United States and Canada. Pittencrieff is the operator of approximately 330 of
these wells.
Gothic Energy Corporation is an oil and gas acquisition, exploitation,
development and production company headquartered in Tulsa, Oklahoma. The
financial advisor to Gothic is Oppenheimer & Co., Inc. and the financial advisor
to Pittencrieff is Guinness Mahon & Co. Limited.
