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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 24, 1998
AVIVA PETROLEUM INC.
(Exact name of registrant as specified in its charter)
TEXAS 0-22258 75-1432205
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification Number)
incorporation or
organization)
8235 DOUGLAS AVENUE, 75225
SUITE 400, DALLAS, TEXAS (Zip Code)
(Address of principal executive offices)
(214) 691-3464
(Registrant's telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
The press release dated June 24, 1998, that is filed herewith as Exhibit
20.1 is incorporated herein by reference.
ITEM 7. EXHIBITS
c) Exhibits
20.1 Press release dated June 24, 1998, announcing the signing of the
merger agreement between Aviva Petroleum Inc. and Garnet Resources
Corporation.
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SIGNATURES
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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 thereunto duly authorized.
AVIVA PETROLEUM INC.
Date: June 24, 1998 /s/ James L. Busby
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James L. Busby
Treasurer and Secretary
(principal financial and accounting
officer)
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EXHIBITS
Number Description of Exhibit
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**20.1 Press release dated June 24, 1998, announcing the signing of the
merger agreement between Aviva Petroleum Inc. and Garnet Resources
Corporation.
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** Filed Herewith
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EXHIBIT 20.1
PRESS RELEASE
FOR IMMEDIATE RELEASE
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AVIVA AND GARNET ANNOUNCE SIGNING OF MERGER AGREEMENT
DALLAS, TEXAS, June 24, 1998 . . . .Aviva Petroleum Inc. (AMEX: "AVV") and
Garnet Resources Corporation (OTC BB: "GARN") announced today that they have
signed an Agreement and Plan of Merger. Shareholders of Garnet will receive one
share of Aviva common stock for each ten shares of Garnet common stock that they
hold. Garnet shareholders holding less than 1000 Garnet shares or who would
receive fractional Aviva common shares after the exchange will receive cash in
the amount of $0.02 for each Garnet share held. Garnet shareholders entitled to
receive Aviva common stock will be issued one Aviva depositary share for each
five shares of Aviva common stock that they receive as a result of the merger.
The Aviva depositary shares trade on the American Stock Exchange under the
symbol "AVV".
Aviva also announced that it has entered into Debenture Purchase Agreements with
the holders of $15 million in principal amount of Garnet's outstanding 9 1/2%
Convertible Subordinated Debentures due December 21, 1998, providing for the
acquisition of the Debentures for an aggregate of approximately 12.9 million
shares of Aviva common stock. The acquisition of the Debentures is a condition
to Aviva's obligation to consummate the merger. Aviva has reached agreement in
principle with its bank lender regarding the terms of a $15 million credit
facility. The loan proceeds will be used to refinance the outstanding bank debt
of Aviva and Garnet. The refinancing of such bank debt is also a condition of
Aviva's obligation to consummate the merger.
Completion of the merger is planned to take place during the third quarter of
this year and is subject to various contingencies including the execution of a
definitive credit agreement and the approval of the merger by the shareholders
of Aviva and Garnet. A Joint Proxy Statement, to be filed shortly with the
Securities and Exchange Commission, will be sent to shareholders of both
companies prior to special meetings of the shareholders of each company to be
called at a later date.
Aviva Petroleum is engaged in the exploration for and the development and
production of oil and gas in Colombia and offshore in the United States.
Aviva's common stock is also quoted on the London Stock Exchange (symbol "AVP").
Safe Harbor for Forward-Looking Statements: Except for historical information
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contained herein, the statements in this press release are forward-looking
statements that are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements involve
known and unknown risks and uncertainties which may cause the Company's actual
results in future periods to differ materially from forecasted results. These
risks and uncertainties include, among other things, general economic
conditions, volatility of oil and gas prices, the impact of possible
geopolitical occurrences world-wide, imprecision of reserve estimates, changes
in laws and regulations, unforeseen engineering and mechanical or technological
difficulties in drilling or working-over wells, and other risks described in the
Company's Annual Report on Form 10-K and other filings with the Securities and
Exchange Commission.
Further Information:
Ron Suttill, Aviva Petroleum Inc., Dallas, Texas
214 691 3464
